[Form 4] Diversified Healthcare Trust Insider Trading Activity

Rhea-AI Filing Summary

Matthew C. Brown, CFO and Treasurer of Diversified Healthcare Trust (NASDAQ: DHC), received an award of 37,383 common shares under the issuer's equity compensation plan. After the award, his beneficial ownership in the company's common shares increased to 123,665 shares. The transaction is reported as an acquisition and reflects equity compensation rather than an open-market purchase or sale.

Positive

• Grant of 37,383 shares under the issuer's equity compensation plan, increasing executive ownership
• Total beneficial ownership raised to 123,665 shares, aligning management interests with shareholders
• Transaction reported as an acquisition, indicating no sale or reduction of insider stake

Negative

• None.

Insights

Financial Analyst

TL;DR: Insider equity award increased the CFO's stake by 37,383 shares; routine compensation, not an open-market trade.

This Form 4 reports a non-derivative award granted under the company's equity compensation plan that added 37,383 common shares to the reporting person’s holdings, bringing total beneficial ownership to 123,665 shares. For investors, this is a standard compensation event that increases insider alignment with shareholders but does not signal immediate liquidity events or disposals.

Corporate Governance Expert

TL;DR: Grant appears to be routine equity compensation for an executive; ownership disclosure consistent with Section 16 reporting.

The filing indicates the award was granted pursuant to the issuer's equity plan and is disclosed on Form 4 as required. This strengthens executive ownership visibility and complies with reporting requirements; there is no indication in the filing of changes to employment status or unusual transaction terms.

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^*

Brown Matthew C.

(Last) (First) (Middle)

C/O THE RMR GROUP LLC

TWO NEWTON PL., 255 WASH. ST., STE. 300

(Street)

NEWTON MA 02458

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DIVERSIFIED HEALTHCARE TRUST [ NASDAQ:DHC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO and Treasurer

3. Date of Earliest Transaction (Month/Day/Year)
09/09/2025

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 Shares of Beneficial Interest	09/09/2025		A		37,383	A	(1)	123,665	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

Explanation of Responses:

1. Transaction reported is award of shares pursuant to the Issuer's equity compensation plan.

	/s/ Matthew C. Brown	09/11/2025
	** 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 transaction did Matthew C. Brown report on the Form 4 for DHC?

He reported an acquisition of 37,383 common shares awarded under the issuer's equity compensation plan.

How many DHC shares does the reporting person beneficially own after the transaction?

123,665 shares of common stock are reported as beneficially owned following the award.

Was the Form 4 transaction an open-market purchase or a compensation award?

The filing states the transaction was an award pursuant to the issuer's equity compensation plan, not an open-market purchase.

What is the reporting person's role at DHC?

Matthew C. Brown is reported as CFO and Treasurer of Diversified Healthcare Trust.

Does the Form 4 show any derivative transactions for the reporting person?

No derivative securities are reported in Table II; the filing only lists a non-derivative award of common shares.