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NHP (NHP) CFO granted 191,095 LTIP Units with multi-year vesting

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

Rhea-AI Filing Summary

BABIN ANDREW T. reported acquisition or exercise transactions in this Form 4 filing.

National Healthcare Properties, Inc. reported that Chief Financial Officer Andrew T. Babin received grants of LTIP Units as equity-based compensation. He was awarded 41,667 LTIP Units and 149,428 LTIP Units, each convertible into an equivalent number of operating partnership units and ultimately redeemable for cash or one share of common stock per unit.

The 41,667 LTIP Units will vest in 25% increments on each of the first four anniversaries of the April 30, 2026 grant date, subject to continued service. The 149,428 LTIP Units will vest ratably on the first, second and third anniversaries of January 1, 2026, also subject to continued service. LTIP Units do not have expiration dates, and Babin’s reported direct LTIP Unit holdings increased to 191,095 units after these awards.

Positive

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Insider BABIN ANDREW T.
Role Chief Financial Officer
Type Security Shares Price Value
Grant/Award LTIP Units 149,428 $0.00 --
Grant/Award LTIP Units 41,667 $0.00 --
Holdings After Transaction: LTIP Units — 149,428 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.
LTIP Units grant 1 41,667 LTIP Units Award dated April 30, 2026
LTIP Units grant 2 149,428 LTIP Units Award linked to January 1, 2026 vesting schedule
Total LTIP Units after transactions 191,095 LTIP Units Direct holdings following reported awards
Vesting schedule grant 1 25% annually over 4 years From April 30, 2026 grant date, subject to service
Vesting schedule grant 2 Ratable over 3 years On first, second and third anniversaries of January 1, 2026
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.
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."
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.
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.
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*
BABIN ANDREW T.

(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Financial Officer
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
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)04/30/2026A149,428 (2) (1)Common Stock149,428$0149,428D
LTIP Units(1)(3)(4)(1)04/30/2026A41,667 (4) (1)Common Stock41,667$0191,095D
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)

FAQ

What insider transaction did NHP CFO Andrew T. Babin report on this Form 4?

Andrew T. Babin reported receiving grants of LTIP Units as equity compensation. He was awarded 41,667 and 149,428 LTIP Units, each tied to an equivalent number of common shares through operating partnership units, increasing his direct LTIP Unit holdings to 191,095 units after the transactions.

How many LTIP Units did the NHP CFO receive in total in this filing?

The CFO received two LTIP Unit grants totaling 191,095 units. One award covers 41,667 LTIP Units and the other 149,428 LTIP Units, each representing a potential equivalent number of common shares upon conversion and redemption through operating partnership units, subject to the stated vesting conditions.

How do NHP LTIP Units reported on this Form 4 convert into common stock?

LTIP Units can convert into operating partnership units after certain events and vesting. Those operating partnership units are redeemable for cash or, at the issuer’s election, shares of National Healthcare Properties common stock on a one-for-one basis or the cash value of such shares, providing an equity-linked incentive.

What are the vesting terms for the 41,667 LTIP Units granted to NHP’s CFO?

The 41,667 LTIP Units vest in 25% increments on each of the first four anniversaries of the April 30, 2026 grant date. Vesting is conditioned on the recipient’s continued service through each applicable vesting date, aligning long-term incentives with tenure at National Healthcare Properties.

What are the vesting terms for the 149,428 LTIP Units granted to NHP’s CFO?

The 149,428 LTIP Units will vest ratably on the first, second and third anniversaries of January 1, 2026. Each vesting installment is contingent on continued service through the relevant vesting date, creating a three-year incentive horizon tied to the company’s operating partnership equity.

Do the LTIP Units granted to the NHP CFO have an expiration date?

The LTIP Units reported in this Form 4 do not have expiration dates. Footnotes explain they are a class of limited partnership units in National Healthcare Properties Operating Partnership, L.P., which can convert and be redeemed for cash or common stock once vesting and specified events occur.