[Form 4] National Healthcare Properties, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Michael Ray Anderson, CEO, President and director of National Healthcare Properties, Inc. (HLTC), reported a non-sale transaction on 09/27/2025 in which 19,041 shares of the company's common stock were withheld to satisfy tax withholding71,160 shares directly. The filing notes there is no established market for the common stock and that the board approved an estimated per-share net asset value of $32.15 as of December 31, 2024, which was used for valuation in this disclosure.

Positive

• Insider retained equity: Reporting person still owns 71,160 shares after withholding, indicating continued ownership stake.
• Transparent valuation: Board-approved estimated NAV of $32.15 provided where no market exists, clarifying the basis for the withholding calculation.

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Insider tax-withholding on vested restricted stock reduced share count; transaction is an administrative, non-sale disposition.

The Form 4 documents a common, administrative disposition where 19,041 shares were withheld to cover tax obligations stemming from a restricted stock vesting event. This is not an open-market sale and therefore does not represent active selling pressure by management. Continued direct ownership of 71,160 shares indicates ongoing insider alignment with equity, and the disclosure that there is no established market underscores reliance on board-determined NAV for valuation.

Securities Analyst

TL;DR: Transaction is routine tax withholding; valuation based on board-approved NAV of $32.15 since stock lacks a public market.

The key actionable facts are the 19,041-share withholding and the board-approved estimated net asset value per share of $32.15 as of 12/31/2024. Because the company notes no established market, the NAV provides the valuation basis for the withholding. The form does not report any open-market transactions, option exercises for cash proceeds, or changes in derivative positions, limiting market-impact implications.

09/30/2025 - 04:31 PM

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
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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).

1. Name and Address of Reporting Person^*

Anderson Michael Ray

(Last) (First) (Middle)

C/O NATIONAL HEALTHCARE PROPERTIES, INC.

540 MADISON AVE., 27TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
National Healthcare Properties, Inc. [ NONE ]

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 & director

3. Date of Earliest Transaction (Month/Day/Year)
09/27/2025

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 Stock	09/27/2025		F		19,041(1)	D	$32.15(2)	71,160	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. Reflects shares of National Healthcare Properties, Inc.'s common stock withheld to satisfy a tax withholding obligation in connection with the vesting of a restricted stock award granted to the reporting person on May 23, 2025.

2. There is no established market for the common stock. On March 26, 2025, the board of directors approved an estimated per-share net asset value of common stock of $32.15 as of December 31, 2024.

Remarks:

	/s/ Jie Chai, Attorney-in-Fact	09/30/2025
	** 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 did HLTC CEO Michael Ray Anderson report on Form 4?

The filing reports that 19,041 shares were withheld to satisfy tax withholding on vested restricted stock, leaving 71,160 shares beneficially owned.

Was the transaction an open-market sale for HLTC (National Healthcare Properties, Inc.)?

No. The Form 4 indicates the shares were withheld to satisfy tax obligations related to vesting, not sold on the open market.

What per-share value was used in the disclosure for HLTC shares?

The board approved an estimated per-share net asset value of $32.15 as of December 31, 2024, which was referenced in the filing.

When did the transaction reported on the Form 4 occur?

The transaction date listed on the Form 4 is 09/27/2025.

Does the filing indicate there is an established market for HLTC common stock?

No. The filing explicitly states there is no established market for the common stock.