[8-K] Ventas, Inc. Reports Material Event

Rhea-AI Filing Summary

Ventas, Inc. reported that Peter J. Bulgarelli, Executive Vice President, Outpatient Medical & Research, and President and CEO of Lillibridge Healthcare Services, Inc., is expected to retire effective May 1, 2026. He will remain in his current roles until that date, giving the company time to run a comprehensive search for his replacement. The advance notice is also intended to support an orderly transition of responsibilities to his successor. The company issued a press release on November 17, 2025, to formally announce his planned retirement.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)
 of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 14, 2025

Ventas, Inc.

(Exact name of registrant as specified in its charter)

Delaware		001-10989		61-1055020
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

300 North LaSalle Street, Suite 1600, Chicago, Illinois		60654
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (877) 483-6827

Not applicable

(Former name or former address, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, $0.25 par value	VTR	New York Stock Exchange

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On November 17, 2025, Ventas, Inc. (the “Company”) announced that Peter J. Bulgarelli, Executive Vice President, Outpatient Medical & Research, Ventas, Inc. and President and CEO, Lillibridge Healthcare Services, Inc., is expected to retire effective as of May 1, 2026 (the “Effective Date”). Mr. Bulgarelli will remain in his role through the Effective Date. Mr. Bulgarelli’s advance notice of his retirement allows lead time for the Company to conduct a comprehensive search for his replacement and for Mr. Bulgarelli to assist with the orderly transition of duties to his successor. A copy of the press release announcing Mr. Bulgarelli’s retirement is attached as Exhibit 99.1 and incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit Number		Description
99.1		Press release issued by the Company on November 17, 2025
104		Cover Page Interactive Data File (formatted as Inline XBRL)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	VENTAS, INC.
Date: November 17, 2025	By:	/s/ Carey S. Roberts
		Carey S. Roberts
		Executive Vice President, General Counsel, Ethics and Compliance Officer and Corporate Secretary

FAQ

What did Ventas, Inc. (VTR) announce in this Form 8-K?

Ventas, Inc. announced that Peter J. Bulgarelli, Executive Vice President, Outpatient Medical & Research, and President and CEO of Lillibridge Healthcare Services, Inc., is expected to retire effective May 1, 2026.

What is Peter J. Bulgarelli’s current role at Ventas, Inc. (VTR)?

Peter J. Bulgarelli serves as Executive Vice President, Outpatient Medical & Research, Ventas, Inc. and President and CEO, Lillibridge Healthcare Services, Inc.

When will the retirement of Peter J. Bulgarelli from Ventas, Inc. become effective?

His retirement is expected to be effective as of May 1, 2026, and he will remain in his role through that date.

How is Ventas, Inc. planning for leadership succession related to this retirement?

The company states that the advance notice of retirement allows time to conduct a comprehensive search for his replacement and for Mr. Bulgarelli to assist with an orderly transition of duties to his successor.

Did Ventas, Inc. issue a press release about Peter J. Bulgarelli’s retirement?

Yes. Ventas, Inc. issued a press release on November 17, 2025 announcing his expected retirement, which is included as Exhibit 99.1 to the Form 8-K.

Does the Ventas, Inc. 8-K report any financial results or major transactions?

No. This Form 8-K focuses on the planned retirement of an executive officer and related transition and does not report financial results or major transactions.