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American Healthcare REIT Insider Sale: Mark Foster Disposes 3,850 AHR Shares

Filing Impact
(Moderate)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Mark E. Foster, EVP, GC & Secretary of American Healthcare REIT, Inc. (AHR), reported the sale of 3,850 shares of the company's common stock on 09/03/2025 at an average price of $41.8887 per share, with transaction prices ranging from $41.84 to $41.92. After the sale, the reporting person beneficially owned 59,100 shares. The ownership total includes 1,059 shares newly acquired under the issuer's Employee Stock Purchase Plan, as disclosed in the form.

The filing is a Section 16 Form 4 reporting a non-derivative disposition by a company officer. The report includes an undertaking to provide, upon request, a breakdown of the number of shares sold at each separate price. No derivative transactions, amendments, or additional material terms are disclosed in this submission.

Positive

  • Form filed with required Section 16 disclosure, including transaction date, amount sold, and average price
  • Reporting person discloses ESPP acquisition (1,059 shares), showing additional share purchases, not only disposals
  • Offering to provide per-tranche price details increases transparency about the sale prices

Negative

  • Officer disposition of shares (3,850 shares sold) which may be perceived negatively by some investors
  • Form lacks context such as reason for sale or whether transactions were under a pre-arranged plan (no box checked), limiting interpretability

Insights

TL;DR: Routine officer sale disclosed; compliance appears complete and transparent.

The Form 4 reports a straightforward open-market sale by an executive officer. The filing provides the required details: transaction date, aggregate shares sold, average sale price and remaining beneficial ownership. The inclusion of the ESPP acquisition and the offer to provide per-price tranche details indicates attention to disclosure completeness. There is no indication of related-party transactions, 10b5-1 plan usage, or derivative activity in this filing, which reduces governance complexity for this event.

TL;DR: Insider sold a small position; no material change to ownership stake shown.

The sale of 3,850 shares at an average of $41.8887 reduces the officer's holdings to 59,100 shares. Without information on total outstanding shares or recent trading context, this transaction alone is insufficient to infer material change in control or a shift in confidence. The report is limited to a non-derivative sale and notes 1,059 shares acquired under the ESPP, which marginally increases net holdings. Overall, the impact on capital structure or valuation is likely immaterial based on disclosed figures.

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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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)
09/03/2025
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 09/03/2025 S 3,850 D $41.8887(1) 59,100(2) 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
Explanation of Responses:
1. Represents the average price at which the reported shares of common stock were sold. The shares of common stock were sold in multiple transactions at prices ranging from $41.8400 to $41.9200, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price at which the transactions were effected.
2. Includes 1,059 shares acquired under the Issuer's Employee Stock Purchase Plan.
Remarks:
/s/ MARK E. FOSTER 09/05/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Mark E. Foster report on Form 4 for AHR?

The filing shows a sale of 3,850 shares of American Healthcare REIT, Inc. common stock on 09/03/2025 at an average price of $41.8887 per share.

How many AHR shares does the reporting person own after the transaction?

After the reported sale, the reporting person beneficially owned 59,100 shares.

Were any shares acquired in this filing?

The report notes 1,059 shares acquired under the issuer's Employee Stock Purchase Plan, included in the 59,100 total.

Does the Form 4 show any derivative transactions or 10b5-1 plan indication?

No derivative securities are reported and the form does not indicate that the sale was made under a 10b5-1 plan.

What price range were the shares sold at according to the filing?

The shares were sold in multiple transactions at prices ranging from $41.84 to $41.92.
AMERICAN HEALTHCARE REIT INC

NYSE:AHR

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8.24B
185.98M
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2.21%
REIT - Healthcare Facilities
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IRVINE