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American Healthcare REIT (NYSE: AHR) CFO reports RSU vesting and new grant

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

American Healthcare REIT, Inc. Chief Financial Officer Brian Peay reported routine equity compensation activity involving restricted stock units (RSUs) and common stock. On March 25, 2026, 21,922 RSUs converted into the same number of common shares, reflecting previously granted time-based awards that vested on that date.

To cover tax obligations from these vestings, 11,155 common shares were withheld by the company at $48.25 per share, so no open-market sale occurred. Peay also received a new grant of 15,114 time-based RSUs, which will vest in three equal installments on March 10, 2027, 2028 and 2029, subject to continued employment.

After these transactions, he directly holds 174,586 shares of common stock and has an additional 807 shares held indirectly through the Brian and Kristen Peay 2007 Trust. The filing shows compensation-related equity vesting and grants, rather than discretionary stock purchases or sales.

Positive

  • None.

Negative

  • None.
Insider PEAY BRIAN
Role Chief Financial Officer
Type Security Shares Price Value
Exercise Restricted Stock Unit 13,727 $0.00 $0.00
Exercise Restricted Stock Unit 8,195 $0.00 $0.00
Grant/Award Restricted Stock Unit 15,114 $0.00 $0.00
Exercise Common Stock 13,727 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 6,985 $48.25 $337K
Exercise Common Stock 8,195 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 4,170 $48.25 $201K
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Unit — 45,232 shares (Direct); Common Stock — 174,586 shares (Direct); Common Stock — 807 shares (Indirect, By Brian and Kristen Peay 2007 Trust DTD 06/26/2007)
Footnotes (6)
  1. F1. Each restricted stock unit ("RSU") converts into one share of the Issuer's common stock.
  2. F2. Shares withheld by the Issuer to satisfy the Reporting Person's tax obligations associated with the vesting of time-based RSUs on March 25, 2026.
  3. F3. The reported shares of common stock are held directly by Brian and Kristen Peay 2007 Trust DTD 06/26/2007, and indirectly by Mr. Peay and Kristen Peay, Trustees.
  4. F4. On March 25, 2024, the Issuer awarded the Reporting Person 41,181 time-based RSUs. The RSUs vest ratably on March 25, 2025, 2026 and 2027 (subject to continuous employment through each vesting date).
  5. F5. On March 25, 2025, the Issuer awarded the Reporting Person 24,586 time-based RSUs. The RSUs vest ratably on March 25, 2026, 2027 and 2028 (subject to continuous employment through each vesting date).
  6. F6. On March 25, 2026, the Issuer awarded the Reporting Person 15,114 time-based RSUs. The RSUs will vest ratably on March 10, 2027, 2028 and 2029 (subject to continuous employment through each vesting date).

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FAQ

What did AHR CFO Brian Peay report in this Form 4?

He reported RSU vesting, tax withholding, and a new RSU grant. 21,922 restricted stock units converted into common shares, 11,155 shares were withheld for taxes, and he received 15,114 new time-based RSUs as equity compensation.

Did the AHR CFO sell any shares in the open market in this filing?

No open-market sale is reported. The only dispositions are 11,155 shares classified as tax-withholding at $48.25 per share, delivered to the issuer to cover tax obligations from RSU vesting rather than discretionary selling into the market.

How many new RSUs did AHR grant to its CFO and when do they vest?

He received 15,114 time-based RSUs on March 25, 2026. According to the footnotes, these RSUs will vest in three equal installments on March 10, 2027, 2028 and 2029, contingent on his continuous employment through each vesting date.

How many AHR common shares does the CFO hold after these transactions?

Following the reported transactions, he directly holds 174,586 shares of American Healthcare REIT common stock. In addition, 807 shares are held indirectly through the Brian and Kristen Peay 2007 Trust, where he and Kristen Peay serve as trustees.

What RSU awards underlie the 2026 vesting reported by AHR’s CFO?

The vesting relates to time-based RSU awards granted on March 25, 2024 and March 25, 2025. Those prior awards were structured to vest ratably across 2025–2027 and 2026–2028, with the March 25, 2026 tranche converting into common shares in this filing.

How do the RSUs reported by AHR’s CFO convert into common stock?

Each RSU converts into one share of American Healthcare REIT common stock. As noted in the footnotes, RSUs are time-based awards that settle in stock upon vesting, subject to the executive’s continued employment through each scheduled vesting date.

Why were AHR shares valued at $48.25 in the CFO’s tax-withholding entries?

The tax-withholding entries show 11,155 shares delivered at a price of $48.25 per share. This value is used solely to calculate the number of shares needed to satisfy the CFO’s tax obligations associated with the RSU vesting on March 25, 2026.
SEC Form 4
FORM 4UNITED 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*
PEAY BRIAN

(Last)(First)(Middle)
C/O AMERICAN HEALTHCARE REIT, INC.
18191 VON KARMAN AVE, STE 300

(Street)
IRVINE CALIFORNIA 92612

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
American Healthcare REIT, Inc. [ AHR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/25/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock03/25/2026M13,727A(1)177,546D
Common Stock03/25/2026F6,985(2)D$48.25170,561D
Common Stock03/25/2026M8,195A(1)178,756D
Common Stock03/25/2026F4,170(2)D$48.25174,586D
Common Stock807IBy Brian and Kristen Peay 2007 Trust DTD 06/26/2007(3)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Unit(1)03/25/2026M13,727 (4) (4)Common Stock13,727$013,727D
Restricted Stock Unit(1)03/25/2026M8,195 (5) (5)Common Stock8,195$016,391D
Restricted Stock Unit(1)03/25/2026A15,114 (6) (6)Common Stock15,114$015,114D
Explanation of Responses:
1. Each restricted stock unit ("RSU") 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 time-based RSUs on March 25, 2026.
3. The reported shares of common stock are held directly by Brian and Kristen Peay 2007 Trust DTD 06/26/2007, and indirectly by Mr. Peay and Kristen Peay, Trustees.
4. On March 25, 2024, the Issuer awarded the Reporting Person 41,181 time-based RSUs. The RSUs vest ratably on March 25, 2025, 2026 and 2027 (subject to continuous employment through each vesting date).
5. On March 25, 2025, the Issuer awarded the Reporting Person 24,586 time-based RSUs. The RSUs vest ratably on March 25, 2026, 2027 and 2028 (subject to continuous employment through each vesting date).
6. On March 25, 2026, the Issuer awarded the Reporting Person 15,114 time-based RSUs. The RSUs will vest ratably on March 10, 2027, 2028 and 2029 (subject to continuous employment through each vesting date).
/s/ BRIAN S. PEAY03/27/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)