DHC director Portnoy granted 59,681 shares

Director Adam D. Portnoy received an equity award and reports substantial additional indirect holdings in DIVERSIFIED HEALTHCARE TRUST.

Rhea-AI Filing Summary

DIVERSIFIED HEALTHCARE TRUST (symbol: DHC) is the issuer of record for a Form 4 filing submitted to the SEC. PORTNOY ADAM D. reported acquisition or exercise transactions in this Form 4 filing.

DIVERSIFIED HEALTHCARE TRUST (DHC) reported that director Adam D. Portnoy received an award of 59,681 common shares of beneficial interest on September 10, 2026 under the company’s equity compensation plan. Following this grant, he holds 487,238.55 shares directly and has additional indirect ownership through ABP Trust, subject to a beneficial ownership disclaimer.

Insider Trade Summary

Grant/Award: 59,681 shares

Grant/Award 2 txns

Insider PORTNOY ADAM D.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Shares of Beneficial Interest F1	59,681	--	--
holding	Common Shares of Beneficial Interest F2	--	--	--

Holdings After Transaction: Common Shares of Beneficial Interest — 487,238.55 shares (Direct); Common Shares of Beneficial Interest — 23,250,019 shares (Indirect, See Footnote)

Footnotes (2)

1. F1. Transaction reported is award of shares pursuant to the Issuer's equity compensation plan.
2. F2. These shares are held by ABP Trust; Mr. Portnoy, as the sole trustee, an officer and the controlling shareholder of ABP Trust, may be deemed to be a beneficial owner of these shares, but Mr. Portnoy disclaims such beneficial ownership except to the extent of his pecuniary interest therein.

Key Figures

Shares awarded: 59,681 shares Direct holdings after transaction: 487,238.55 shares Indirect holdings via ABP Trust: 23,250,019 shares

3 metrics

Shares awarded 59,681 shares Equity award to director Adam D. Portnoy on September 10, 2026

Direct holdings after transaction 487,238.55 shares Direct DHC common shares held by Adam D. Portnoy following the grant

Indirect holdings via ABP Trust 23,250,019 shares DHC common shares held by ABP Trust, for which Portnoy may be deemed a beneficial owner subject to a pecuniary interest limitation

Key Terms

equity compensation plan, beneficial owner, pecuniary interest

3 terms

equity compensation plan financial

"award of shares pursuant to the Issuer's equity compensation plan"

A plan by which a company gives employees, directors or contractors ownership or the right to buy ownership in the company through stock, options or similar awards — think of promising slices of the company pie as part of someone's pay. It matters to investors because these awards can change the number of shares outstanding, affect reported profits and influence management’s decisions; large or generous plans can dilute existing holders and alter incentives over time.

beneficial owner financial

"may be deemed to be a beneficial owner of these shares"

A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.

pecuniary interest financial

"disclaims such beneficial ownership except to the extent of his pecuniary interest therein"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did DHC director Adam D. Portnoy report on this Form 4?

Adam D. Portnoy reported an award of 59,681 common shares of beneficial interest in DIVERSIFIED HEALTHCARE TRUST on September 10, 2026, received pursuant to the company’s equity compensation plan.

How many DHC shares does Adam D. Portnoy hold directly after the reported grant?

After the September 10, 2026 grant, Adam D. Portnoy holds 487,238.55 DHC common shares directly, as reported in the Form 4 filing.

What indirect DHC holdings associated with Adam D. Portnoy are disclosed?

The filing discloses 23,250,019 DHC common shares held by ABP Trust. Adam D. Portnoy is the sole trustee, an officer and the controlling shareholder of ABP Trust and may be deemed a beneficial owner, but he disclaims beneficial ownership except to the extent of his pecuniary interest.

Was the DHC insider transaction made under a Rule 10b5-1 trading plan?

No. The Form 4 indicates that no Rule 10b5-1 trading plan is reported for the transactions disclosed.

What type of security did Adam D. Portnoy receive from DHC?

Adam D. Portnoy received common shares of beneficial interest of DIVERSIFIED HEALTHCARE TRUST, granted as part of the issuer’s equity compensation plan.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/14/2026 - 05:57 PM Accepted by SEC EDGAR 09/14/2026 - 05:56 PM Learn about SEC filing dates

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^*

PORTNOY ADAM D.

(Last) (First) (Middle)

C/O THE RMR GROUP LLC

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

(Street)

NEWTON MASSACHUSETTS 02458

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/10/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Shares of Beneficial Interest	09/10/2026		A		59,681	A	(1)	487,238.55	D
Common Shares of Beneficial Interest								23,250,019	I	See Footnote(2)

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.

2. These shares are held by ABP Trust; Mr. Portnoy, as the sole trustee, an officer and the controlling shareholder of ABP Trust, may be deemed to be a beneficial owner of these shares, but Mr. Portnoy disclaims such beneficial ownership except to the extent of his pecuniary interest therein.

	/s/ Adam D. Portnoy	09/14/2026
	** 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).
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)