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Director Buddie J. Penn receives 7,446 LTIP Units at National Healthcare Properties (NHP)

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Penn Buddie J reported acquisition or exercise transactions in this Form 4 filing.

National Healthcare Properties, Inc. director Buddie J. Penn 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 continued service, and are ultimately redeemable for cash or, at the issuer’s election, an equal number of common shares. After this grant, Penn holds 19,946 LTIP Units and 7,697 shares of common stock directly.

Positive

  • None.

Negative

  • None.
Insider Penn Buddie J
Role null
Type Security Shares Price Value
Grant/Award LTIP Units 7,446 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: LTIP Units — 19,946 shares (Direct, null); Common Stock — 7,697 shares (Direct, null)
Footnotes (1)
  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. The LTIP Units are a class of limited partnership units of National Healthcare Properties Operating Partnership, L.P. The LTIP Units will vest on May 15, 2027, subject to the recipient's continued service through the applicable vesting date.
LTIP Units granted 7,446 units Equity award to director on May 15, 2026
LTIP Units after grant 19,946 units Total LTIP Units held directly after transaction
Common shares held 7,697 shares Direct common stock holdings after transaction
Vesting date May 15, 2027 LTIP Units vesting subject to continued service
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.
redeemable financial
"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."
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.
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SEC Form 4
FORM 4UNITED 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*
Penn Buddie J

(Last)(First)(Middle)
C/O NATIONAL HEALTHCARE PROPERTIES, INC.
540 MADISON AVE., 27TH FLOOR

(Street)
NEW YORK 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)
XDirector10% 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)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock7,697D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
LTIP Units(1)(2)(3)(1)05/15/2026A7,446 (3) (1)Common Stock7,446$019,946D
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-Fact05/19/2026
** Signature of Reporting PersonDate
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)

FAQ

What did National Healthcare Properties (NHP) director Buddie J. Penn report on this Form 4?

Buddie J. Penn reported receiving a grant of 7,446 LTIP Units as equity compensation on May 15, 2026. The filing also shows his updated direct holdings of 19,946 LTIP Units and 7,697 shares of National Healthcare Properties common stock.

How many LTIP Units did NHP grant to director Buddie J. Penn?

National Healthcare Properties granted Buddie J. Penn 7,446 LTIP Units at a price of $0.00 per unit. These units represent a class of limited partnership interests that can later convert into operating partnership units and ultimately into cash or common shares.

When do Buddie J. Penn’s NHP LTIP Units vest?

The LTIP Units granted to Buddie J. Penn will vest on May 15, 2027, if he continues to provide service through that date. Vesting means the units become earned and then are eligible for conversion and redemption under the terms described in the award.

How can NHP LTIP Units be settled after vesting and conversion?

After certain events and vesting, LTIP Units convert into operating partnership units, which are redeemable for cash or, at National Healthcare Properties’ election, shares of common stock. The redemption is on a one-for-one basis or for the cash value of those shares.

What are Buddie J. Penn’s holdings in NHP after this Form 4 transaction?

Following the reported grant, Buddie J. Penn directly holds 19,946 LTIP Units and 7,697 shares of National Healthcare Properties common stock. These positions reflect his updated equity stake as a director after the May 15, 2026 compensation award.

Do the LTIP Units reported by NHP for Buddie J. Penn have an expiration date?

The filing states that the LTIP Units do not have expiration dates. They vest on May 15, 2027, subject to continued service, and can then be converted and redeemed according to the operating partnership and company equity arrangements described.