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American Healthcare REIT (NYSE: AHR) COO gets RSU grant and tax share withholding

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(Neutral)
Form Type
4

Rhea-AI Filing Summary

American Healthcare REIT, Inc. Chief Operating Officer Gabriel M. Willhite reported routine equity compensation activity. On March 25, 2026, two blocks of time-based restricted stock units converted into a total of 15,205 shares of common stock as they vested. To cover associated tax obligations, 4,948 and 2,790 common shares were withheld by the company at a price of $48.25 per share. Following these transactions, Willhite directly held 145,051 shares of common stock. He also received a new grant of 10,317 time-based RSUs that will vest in equal installments on March 10, 2027, 2028 and 2029, subject to continued employment.

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Insider Willhite Gabriel M
Role Chief Operating Officer
Type Security Shares Price Value
Exercise Restricted Stock Unit 9,723 $0.00 $0.00
Exercise Restricted Stock Unit 5,482 $0.00 $0.00
Grant/Award Restricted Stock Unit 10,317 $0.00 $0.00
Exercise Common Stock 9,723 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 4,948 $48.25 $239K
Exercise Common Stock 5,482 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 2,790 $48.25 $135K
Holdings After Transaction: Restricted Stock Unit — 31,006 shares (Direct); Common Stock — 145,051 shares (Direct)
Footnotes (5)
  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. On March 25, 2024, the Issuer awarded the Reporting Person 29,170 time-based RSUs. The RSUs vest ratably on March 25, 2025, 2026 and 2027 (subject to continuous employment through each vesting date).
  4. F4. On March 25, 2025, the Issuer awarded the Reporting Person 16,447 time-based RSUs. The RSUs vest ratably on March 25, 2026, 2027 and 2028 (subject to continuous employment through each vesting date).
  5. F5. On March 25, 2026, the Issuer awarded the Reporting Person 10,317 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 COO Gabriel Willhite report in this Form 4?

Gabriel Willhite reported vesting of restricted stock units and a new RSU grant. Two RSU tranches converted into common shares, some shares were withheld for taxes, and he received an additional 10,317 time-based RSUs.

How many American Healthcare REIT shares vested for Gabriel Willhite?

Two RSU tranches totaling 15,205 common shares vested and converted on March 25, 2026. These shares came from previously granted time-based RSUs that were scheduled to vest on that date under his compensation plan.

How many AHR shares were withheld for Gabriel Willhite’s taxes?

The company withheld 4,948 and 2,790 common shares, in total 7,738 shares, at a price of $48.25 per share. These withholdings satisfied Gabriel Willhite’s tax obligations related to the vesting of his restricted stock units.

What is Gabriel Willhite’s shareholding in American Healthcare REIT after these transactions?

After the reported transactions, Gabriel Willhite directly held 145,051 shares of common stock. This figure reflects the vested shares from restricted stock units minus the shares withheld by the company to cover his associated tax obligations.

What new RSUs did Gabriel Willhite receive from American Healthcare REIT?

Gabriel Willhite received a new grant of 10,317 time-based restricted stock units on March 25, 2026. These RSUs will vest in equal installments on March 10, 2027, 2028 and 2029, conditioned on his continued employment with the company.

Were Gabriel Willhite’s AHR transactions open-market buys or sales?

No open-market buys or sales were reported. The Form 4 shows RSU vesting, related share issuances, and shares withheld for taxes, along with a new RSU grant, rather than discretionary purchases or sales in the open market.
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*
Willhite Gabriel M

(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 Operating 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 Stock03/25/2026M9,723A(1)147,307D
Common Stock03/25/2026F4,948(2)D$48.25142,359D
Common Stock03/25/2026M5,482A(1)147,841D
Common Stock03/25/2026F2,790(2)D$48.25145,051D
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)03/25/2026M9,723 (3) (3)Common Stock9,723$09,724D
Restricted Stock Unit(1)03/25/2026M5,482 (4) (4)Common Stock5,482$010,965D
Restricted Stock Unit(1)03/25/2026A10,317 (5) (5)Common Stock10,317$010,317D
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. On March 25, 2024, the Issuer awarded the Reporting Person 29,170 time-based RSUs. The RSUs vest ratably on March 25, 2025, 2026 and 2027 (subject to continuous employment through each vesting date).
4. On March 25, 2025, the Issuer awarded the Reporting Person 16,447 time-based RSUs. The RSUs vest ratably on March 25, 2026, 2027 and 2028 (subject to continuous employment through each vesting date).
5. On March 25, 2026, the Issuer awarded the Reporting Person 10,317 time-based RSUs. The RSUs will vest ratably on March 10, 2027, 2028 and 2029 (subject to continuous employment through each vesting date).
/s/ GABRIEL M. WILLHITE03/27/2026
** 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)