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

NHP (NHP) CEO granted LTIP Units tied to common stock

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

Rhea-AI Filing Summary

Anderson Michael Ray reported acquisition or exercise transactions in this Form 4 filing.

National Healthcare Properties, Inc. CEO, President and director Michael Ray Anderson reported compensation-related equity activity. He now directly holds 71,160 shares of common stock. He was granted 75,000 LTIP Units and 348,665 additional LTIP Units, each convertible into an equivalent number of OP Units and ultimately redeemable for cash or common stock.

The LTIP Units have no expiration dates. One grant vests in 25% increments on each of the first four anniversaries of the April 30, 2026 grant date, while another vests ratably on the first, second and third anniversaries of January 1, 2026, in each case subject to continued service.

Positive

  • None.

Negative

  • None.
Insider Anderson Michael Ray
Role CEO, President & director
Type Security Shares Price Value
Grant/Award LTIP Units 348,665 $0.00 --
Grant/Award LTIP Units 75,000 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: LTIP Units — 348,665 shares (Direct, null); Common Stock — 71,160 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 will vest in 25% increments on each of the first four anniversaries of the April 30, 2026 grant date, subject to the recipient's continued service through the applicable vesting date. The LTIP Units are a class of limited partnership units of National Healthcare Properties Operating Partnership, L.P. The LTIP Units will vest ratably on the first, second and third anniversaries of January 1, 2026, subject to the recipient's continued service through the applicable vesting date.
Common stock held 71,160 shares Direct ownership after reported transactions
LTIP Units grant 1 75,000 LTIP Units Grant/award acquisition on April 30, 2026
LTIP Units grant 2 348,665 LTIP Units Grant/award acquisition on April 30, 2026
LTIP conversion ratio 1:1 Each LTIP Unit ultimately tied to one share of common stock
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 in 25% increments on each of the first four anniversaries of the April 30, 2026 grant date, 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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Form 4 Insider Transactions: What Each Field Means →
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*
Anderson Michael Ray
(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
XOfficer (give title below)Other (specify below)
CEO, President & director
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/30/2026		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 Stock71,160D
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)04/30/2026A348,665 (2) (1)Common Stock348,665$0348,665D
LTIP Units(1)(3)(4)(1)04/30/2026A75,000 (4) (1)Common Stock75,000$0423,665D
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 will vest in 25% increments on each of the first four anniversaries of the April 30, 2026 grant date, subject to the recipient's continued service through the applicable vesting date.
3. The LTIP Units are a class of limited partnership units of National Healthcare Properties Operating Partnership, L.P.
4. The LTIP Units will vest ratably on the first, second and third anniversaries of January 1, 2026, subject to the recipient's continued service through the applicable vesting date.
Remarks:
/s/ Jie Chai, Attorney-in-Fact05/04/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What equity holdings does NHP CEO Michael Ray Anderson report in this Form 4?

Michael Ray Anderson reports direct ownership of 71,160 shares of common stock of National Healthcare Properties, Inc. He also holds LTIP Units that are convertible into OP Units and ultimately redeemable for cash or common stock, expanding his overall equity-linked exposure.

What LTIP Units were granted to the NHP CEO in this filing?

The filing shows grants of 75,000 LTIP Units and 348,665 LTIP Units to the CEO. These LTIP Units are a class of limited partnership units in National Healthcare Properties Operating Partnership, L.P., each tied to an equivalent number of underlying shares of common stock.

How do the NHP CEO’s LTIP Units convert into common stock?

Upon certain events and vesting, the LTIP Units convert into OP Units of National Healthcare Properties Operating Partnership, L.P. Those OP Units are redeemable for cash or, at the issuer’s election, shares of common stock on a one-for-one basis or the cash value of such shares.

What are the vesting terms for the NHP CEO’s LTIP Units granted in 2026?

One LTIP Unit grant vests in 25% increments on each of the first four anniversaries of the April 30, 2026 grant date. Another vests ratably on the first, second and third anniversaries of January 1, 2026, both subject to continued service.

Do the NHP CEO’s LTIP Units have an expiration date?

According to the filing, the LTIP Units do not have expiration dates. They remain outstanding subject to vesting conditions and can later convert into OP Units, which are redeemable for cash or, at the issuer’s election, common stock on a one-for-one basis or the cash value.

What type of transaction is reported for the NHP CEO’s LTIP Units?

The LTIP Unit entries are classified as grant, award, or other acquisition transactions. They represent compensation-related derivative awards rather than open-market purchases or sales, and are reported with a transaction price per unit of zero in this Form 4.