LTC Properties (NYSE: LTC) co-CEO vests 33,226 shares; 15,726 withheld for taxes

Rhea-AI Filing Summary

LTC Properties co-president and co-CEO Pamela Shelley-Kessler received 33,226 shares of common stock on March 9, 2026 as a vested performance-based stock unit award at a reference price of $39.68 per share. On the same date, 15,726 shares were withheld to cover tax obligations tied to this vesting, a non-market disposition rather than an open-market sale. Following these transactions, she holds 238,041 shares directly and an additional 1,000 shares indirectly through a spouse IRA.

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^*

SHELLEY-KESSLER PAMELA

(Last) (First) (Middle)

3011 TOWNSGATE ROAD

SUITE 220

(Street)

WESTLAKE VILLAGE CA 91361

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LTC PROPERTIES INC [ LTC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CO-PRESIDENT AND CO-CEO

3. Date of Earliest Transaction (Month/Day/Year)
03/09/2026

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	03/09/2026		A(1)		33,226	A	$39.68	253,767	D
Common Stock	03/09/2026		F(2)		15,726	D	$39.68	238,041	D
Common Stock								1,000	I	spouse IRA

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. Vesting of Performance Based Stock Unit Award.

2. Represents tax withholding on vesting of previously reported Performance Based Stock Unit Award.

	/s/ Pamela Shelley-Kessler	03/09/2026
	** 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.

FAQ

What did LTC (LTC) executive Pamela Shelley-Kessler report in this Form 4?

Pamela Shelley-Kessler reported vesting of a performance-based stock unit award for 33,226 LTC common shares. The filing also shows shares withheld to satisfy tax obligations and updates her direct and indirect ownership totals in the company.

Was the LTC (LTC) Form 4 transaction an open-market purchase or sale?

The Form 4 does not show any open-market purchase or sale. It reports a grant/award of 33,226 shares and a related tax-withholding disposition of 15,726 shares tied to vesting, which is a compensation and tax event rather than market trading.

How many LTC (LTC) shares does Pamela Shelley-Kessler own after this filing?

After these transactions, Pamela Shelley-Kessler directly owns 238,041 LTC common shares. The filing also reports an additional 1,000 shares held indirectly through a spouse IRA, reflecting total reported exposure through both direct and indirect holdings.

What does the 15,726-share tax-withholding entry mean in the LTC (LTC) Form 4?

The 15,726-share tax-withholding entry reflects shares delivered to cover tax liabilities from the vesting of a prior performance-based stock unit award. This F-code disposition is not an open-market sale; it is a mechanistic step tied to compensation.

What is the nature of the performance-based stock unit award reported by LTC (LTC)?

The Form 4 footnote states the transaction represents vesting of a performance-based stock unit award. Upon vesting on March 9, 2026, 33,226 shares of LTC common stock were delivered to Pamela Shelley-Kessler as part of her equity compensation.

What indirect LTC (LTC) holdings are reported for Pamela Shelley-Kessler?

The filing discloses 1,000 LTC common shares held indirectly through a spouse IRA. This entry updates indirect ownership only and does not reflect a new transaction, but clarifies total beneficial exposure beyond her direct shareholdings.