NHP director awarded 7,446 LTIP Units

National Healthcare Properties, Inc. director Leslie D. Michelson received a grant of 7,446 LTIP Units on May 15, 2026 as equity compensation.

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Rhea-AI Filing Summary

National Healthcare Properties, Inc. director Leslie D. Michelson received a grant of 7,446 LTIP Units on May 15, 2026 as equity compensation. These LTIP Units will vest on May 15, 2027, subject to his continued service through that date.

After vesting and certain events, each LTIP Unit can be converted into an OP Unit and then redeemed for cash or, at the company’s election, one share of common stock or its cash value on a one-for-one basis. Following this grant, Michelson holds 19,946 LTIP Units and 95,971 shares of common stock directly.

Insider Trade Summary

Grant/Award: 7,446 shares

Grant/Award 2 txns

Insider MICHELSON LESLIE D

Role Director

Type	Security	Shares	Price	Value
Grant/Award	LTIP Units	7,446	$0.00	$0.00
holding	Common Stock	--	--	--

Holdings After Transaction: LTIP Units — 19,946 contracts (Direct); Common Stock — 95,971 shares (Direct)

Footnotes (3)

F1. Following the occurrence of certain events and upon vesting, the LTIP Units are convertible by National Healthcare Properties, Inc. (the "Issuer") into an equivalent number of units of National Healthcare Properties Operating Partnership, L.P. ("OP Units"). OP Units are redeemable by the Reporting Person for cash or, at the election of the Issuer, shares of common stock of the Issuer on a one-for-one basis or the cash value of such shares. LTIP Units do not have expiration dates.
F2. The LTIP Units are a class of limited partnership units of National Healthcare Properties Operating Partnership, L.P.
F3. The LTIP Units will vest on May 15, 2027, subject to the recipient's continued service through the applicable vesting date.

Key Figures

LTIP Units granted: 7,446 units LTIP Units after grant: 19,946 units Common stock held: 95,971 shares +3 more

6 metrics

LTIP Units granted 7,446 units Grant on May 15, 2026

LTIP Units after grant 19,946 units Holdings following transaction

Common stock held 95,971 shares Direct ownership following transaction

LTIP vesting date May 15, 2027 Vesting subject to continued service

Conversion ratio 1 LTIP/OP Unit : 1 share Redeemable for cash or one share of common stock

Exercise/issue price $0.00 per LTIP Unit Grant, award, or other acquisition

Key Terms

LTIP Units, OP Units, limited partnership units, vesting

4 terms

LTIP Units financial

"The LTIP Units are a class of limited partnership units of National Healthcare Properties Operating Partnership, L.P."

LTIP units are awards given to executives and employees as part of a long-term incentive plan; they act like deferred bonuses that convert into company shares or cash only if the business meets set performance or time requirements. Investors care because LTIP units tie management pay to future results, can increase the number of outstanding shares (dilution) when they vest, and create ongoing compensation expense that can affect earnings and shareholder value.

OP Units financial

"LTIP Units are convertible by National Healthcare Properties, Inc. into an equivalent number of units of National Healthcare Properties Operating Partnership, L.P. ("OP Units")."

OP units are ownership stakes in an operating partnership that sits beneath a public parent company, commonly used by real estate and energy firms to hold assets and distributions. Think of them like special shares in a subsidiary: they give economic rights to profits and cash payouts but are structured differently from the parent’s common stock, so investors watch OP unit issuance because it can change the effective ownership, future distributions, and potential dilution of the parent company’s equity.

limited partnership units financial

"The LTIP Units are a class of limited partnership units of National Healthcare Properties Operating Partnership, L.P."

Limited partnership units are ownership shares in a partnership where most investors act as passive partners with liability limited to what they invested. They represent a right to a portion of the partnership's income and capital, while day-to-day control is handled by an active manager; think of it like owning a condo unit in a building run by a management company. Investors care because the units determine how much income they receive and how exposed they are to business risks.

vesting financial

"The LTIP Units will vest on May 15, 2027, subject to the recipient's continued service through the applicable vesting date."

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

FAQ

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

What did NHP director Leslie D. Michelson report on this Form 4?

Leslie D. Michelson reported receiving a grant of 7,446 LTIP Units as equity compensation. These units relate to National Healthcare Properties’ operating partnership and are tied to future vesting and potential conversion into common stock or cash.

How many LTIP Units were granted to the NHP director and when?

Michelson was granted 7,446 LTIP Units on May 15, 2026. This award is part of his compensation and increases his total LTIP Unit holdings to 19,946, as reported after the transaction in the Form 4 filing.

When do Leslie D. Michelson’s NHP LTIP Units vest?

The LTIP Units will vest on May 15, 2027, if Michelson continues to serve through that date. Vesting is a key condition that must be met before the units can be converted or redeemed under the partnership structure.

How can NHP LTIP Units ultimately be converted or redeemed?

After vesting and certain events, the LTIP Units convert into OP Units, which can be redeemed for cash or, at the company’s election, shares of National Healthcare Properties common stock on a one-for-one basis, or the cash value of those shares.

How many National Healthcare Properties shares does the director hold after this filing?

Following the reported transactions, Michelson holds 95,971 shares of National Healthcare Properties common stock directly. This figure reflects his direct ownership position as of the transaction date disclosed in the Form 4.

Do the NHP LTIP Units reported have an expiration date?

The LTIP Units reported do not have expiration dates. Instead, their key features are vesting on May 15, 2027, and the ability after certain events to convert into OP Units and then be redeemed for cash or common stock.

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Accepted by SEC EDGAR 05/19/2026 - 05:30 PM EDT

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^*

MICHELSON LESLIE D

(Last)

(First)

(Middle)

C/O NATIONAL HEALTHCARE PROPERTIES, INC.

540 MADISON AVE., 27TH FLOOR

(Street)

NEW YORK

10022

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
National Healthcare Properties, Inc. [ NHP ]

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)
05/15/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								95,971	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
LTIP Units⁽¹⁾⁽²⁾⁽³⁾	⁽¹⁾	05/15/2026		A		7,446		⁽³⁾	⁽¹⁾	Common Stock	7,446	$0	19,946	D

Explanation of Responses:

1. Following the occurrence of certain events and upon vesting, the LTIP Units are convertible by National Healthcare Properties, Inc. (the "Issuer") into an equivalent number of units of National Healthcare Properties Operating Partnership, L.P. ("OP Units"). OP Units are redeemable by the Reporting Person for cash or, at the election of the Issuer, shares of common stock of the Issuer on a one-for-one basis or the cash value of such shares. LTIP Units do not have expiration dates.

2. The LTIP Units are a class of limited partnership units of National Healthcare Properties Operating Partnership, L.P.

3. The LTIP Units will vest on May 15, 2027, subject to the recipient's continued service through the applicable vesting date.

Remarks:

	/s/ Jie Chai, Attorney-in-Fact	05/19/2026
	** 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)

Source: View Original Filing on SEC EDGAR