false
0000740260
0000740260
2026-09-10
2026-09-10
iso4217:USD
xbrli:shares
iso4217:USD
xbrli:shares
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): September 10, 2026
VENTAS, INC.
(Exact Name of Registrant as Specified in Its Charter)
| Delaware |
|
61-1055020 |
(State or Other Jurisdiction of
Incorporation or Organization) |
|
(I.R.S. Employer
Identification Number) |
| 300
North LaSalle Street , Suite
1600, |
| Chicago, Illinois 60654 |
| (Address of Principal Executive Offices) |
| |
| 001-10989 |
| Commission
file number |
Registrant’s telephone number,
including area code: (877) 483-6827
Not applicable
Former Name or Former Address, if Changed Since Last Report
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))
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 |
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 September 10, 2026, Ventas, Inc. (the “Company”)
approved the appointment of Laurida Sayed as its Senior Vice President, Chief Accounting Officer and Controller of the Company, effective
on or around October 5, 2026 (the “Effective Date”). As of the Effective Date, Robert F. Probst, the Company’s Executive
Vice President and Chief Financial Officer, will no longer perform the responsibilities of Chief Accounting Officer on an interim basis.
Mr. Probst will remain the Company’s Chief Financial Officer.
Ms. Sayed, age 44, has served as the Chief Accounting
Officer of Cushman & Wakefield Ltd. since May 2024. Prior to her appointment as Chief Accounting Officer, Ms. Sayed served as Senior
Vice President, Global Corporate Controller of Cushman & Wakefield Ltd. from October 2022 to May 2024, and as the Vice President,
Assistant Global Controller & Global Finance Transformation from August 2019 to October 2022. She holds a Bachelor of Business Administration
in Accounting from Grand Valley State University. Ms. Sayed is also a registered Certified Public Accountant.
In connection with her appointment, the Company
has entered into an offer letter with Ms. Sayed providing for an annual base salary of $500,000, a target annual bonus opportunity of
60% of base salary and eligibility to participate in the Company’s long-term incentive plan. Her 2026 annual bonus and long-term
incentive award will be prorated based on her service during 2026. To address compensation she will forfeit upon leaving her current employer,
Ms. Sayed will also receive a one-time cash sign-on bonus of $150,000 and a one-time grant of restricted stock units with a grant date
fair value of $350,000 that vests ratably over three years. Ms. Sayed entered into the Company’s standard Employee Protection and
Noncompetition Agreement in connection with her appointment.
There are no arrangements or understandings between
Ms. Sayed and any other persons pursuant to which she was selected as an officer, she has no family relationships with any of the Company’s
directors or executive officers and she has no direct or indirect material interest in any transaction required to be disclosed pursuant
to Item 404(a) of Regulation S-K.
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 thereunto duly authorized.
Date: September 15, 2026
| VENTAS, INC. |
|
| |
|
| By: |
/s/ Kevin M. Bohl |
|
| |
Name: |
Kevin M. Bohl |
|
| |
Title: |
Senior Vice President and Interim General Counsel,
Ethics & Compliance Officer and Corporate Secretary |
|
