Form 4: Prosky Danny reports disposition transactions in AHR

Rhea-AI Filing Summary

Prosky Danny reported disposition transactions in a Form 4 filing for AHR. The filing lists transactions totaling 29,992 shares at a weighted average price of $48.77 per share. Following the reported transactions, holdings were 299,035 shares.

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^*

Prosky Danny

(Last) (First) (Middle)

18191 VON KARMAN AVENUE

THIRD FLOOR

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO & President

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2026

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	02/09/2026		F		29,992(1)	D	$48.77	299,035(2)	D
Common Stock								201,403	I	By Danny and Zohar Prosky Family Rev Trust UA DTD 08/16/2011(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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares repurchased by the Issuer on February 9, 2026 to satisfy the Reporting Person's tax obligations associated with the vesting of shares of restricted common stock on February 9, 2026.

2. Includes 1,059 shares acquired under the Issuer's Employee Stock Purchase Plan.

3. The reported shares are held directly by Danny & Zohar Prosky Family Rev Trust UA DTD 08/16/2011, and indirectly by Danny Prosky and Zohar Prosky, Trustees.

	/s/ DANNY PROSKY	02/11/2026
	** 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).
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FAQ

What insider transaction did AHR CEO Danny Prosky report?

Danny Prosky reported a tax-withholding disposition of 29,992 American Healthcare REIT common shares. The issuer repurchased these shares on February 9, 2026 to satisfy his tax obligations tied to vesting restricted stock, rather than an open-market sale of shares.

How many AHR shares does Danny Prosky own directly after this Form 4?

After the reported transaction, Danny Prosky beneficially owned 299,035 American Healthcare REIT common shares directly. This figure includes 1,059 shares acquired under the company’s Employee Stock Purchase Plan, as disclosed in the filing’s explanatory footnotes.

What price was used for the AHR tax-withholding share disposition?

The tax-withholding disposition used a price of $48.77 per American Healthcare REIT share for 29,992 shares. These shares were repurchased by the issuer to cover Danny Prosky’s tax obligations associated with vesting restricted common stock on February 9, 2026.

How many AHR shares are held indirectly through the Prosky family trust?

The filing reports 201,403 American Healthcare REIT common shares held indirectly via the Danny and Zohar Prosky Family Rev Trust UA DTD 08/16/2011. These shares are held by the trust, with Danny and Zohar Prosky serving as trustees according to the footnote.

Was the AHR CEO’s transaction an open-market sale of shares?

No, the transaction was a tax-withholding disposition coded “F,” where the issuer repurchased 29,992 shares. This repurchase covered Danny Prosky’s tax obligations arising from vesting restricted common stock, instead of a discretionary open-market sale of shares.

What role does Danny Prosky hold at American Healthcare REIT (AHR)?

Danny Prosky is reported as both a director and an officer of American Healthcare REIT, serving as CEO and President. His dual role is specifically identified in the Form 4, along with his direct and indirect beneficial ownership positions in the company’s common stock.