Ventas, Inc. (VTR) director reports dividend-equivalent stock grant under board plan

Rhea-AI Filing Summary

Ventas, Inc. director Roxanne M. Martino acquired 173.8860 shares of common stock on July 16, 2026 through a grant of units under the company’s Non-Employee Directors' Cash Compensation Deferral Plan. The grant represents dividend equivalents credited for the dividend paid that day, valued at $95.0400 per share, and increases her direct holdings to 66845.6880 shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Martino Roxanne M

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	173.886	$95.04	$17K

Holdings After Transaction: Common Stock — 66,845.688 shares (Direct)

Footnotes (1)

1. Common stock in the form of units granted under the Ventas, Inc. Non-Employee Directors' Cash Compensation Deferral Plan (the "Plan") as a result of dividend equivalents credited with respect to the dividend on Issuer's common stock paid on July 16, 2026. Such units are payable solely in common stock and subject to the terms and conditions of the Reporting Person's deferral election and the Plan. Represents the closing price per share of Issuer's common stock as of the grant date.

Key Figures

Shares acquired: 173.8860 shares Reference price per share: $95.0400 Total holdings after transaction: 66845.6880 shares +1 more

4 metrics

Shares acquired 173.8860 shares Units granted as dividend equivalents on 2026-07-16

Reference price per share $95.0400 Closing price of Ventas common stock on grant date

Total holdings after transaction 66845.6880 shares Direct Ventas common stock held by Roxanne M. Martino after the grant

Transaction date 2026-07-16 Date dividend-equivalent stock units were granted

Key Terms

dividend equivalents, Non-Employee Directors' Cash Compensation Deferral Plan, deferral election

3 terms

dividend equivalents financial

"as a result of dividend equivalents credited with respect to the dividend"

Payments tied to employee or contractor equity awards that mirror the cash dividends paid on the company’s stock; they give the holder the same economic benefit as owning the shares without transferring actual shares—often paid in cash or additional award units when the award becomes payable. Investors care because these payments affect a company’s compensation costs, cash flow and potential share dilution, and they signal how management is being rewarded and aligned with shareholders.

Non-Employee Directors' Cash Compensation Deferral Plan financial

"Common stock in the form of units granted under the Ventas, Inc. Non-Employee Directors' Cash Compensation Deferral Plan"

deferral election financial

"subject to the terms and conditions of the Reporting Person's deferral election and the Plan"

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/17/2026 - 04:16 PM Accepted by SEC EDGAR 07/17/2026 - 04:16 PM Learn about SEC filing dates

FAQ

What did Ventas (VTR) director Roxanne Martino report in this Form 4?

Roxanne M. Martino reported acquiring 173.8860 shares of Ventas common stock. These were units granted under the Non-Employee Directors' Cash Compensation Deferral Plan as dividend equivalents tied to the July 16, 2026 cash dividend.

How many Ventas (VTR) shares did Roxanne Martino acquire and at what price?

She acquired 173.8860 shares of Ventas common stock at a reference price of $95.0400 per share. The price represents the closing price of Ventas common stock on the July 16, 2026 grant date.

What is the Ventas (VTR) Non-Employee Directors' Cash Compensation Deferral Plan?

The Non-Employee Directors' Cash Compensation Deferral Plan allows Ventas non-employee directors to receive compensation in common stock units. In this case, units were granted as dividend equivalents and are payable solely in Ventas common stock under plan terms.

Are the Ventas (VTR) units granted to Roxanne Martino payable in stock or cash?

The units granted to Roxanne M. Martino are payable solely in common stock of Ventas. They were credited as dividend-equivalent units and remain subject to her deferral election and the plan’s terms and conditions.

Was Roxanne Martino’s Ventas (VTR) transaction an open-market stock purchase?

No, it was not an open-market purchase. The 173.8860 shares reflect a grant of stock units under Ventas’ Non-Employee Directors' Cash Compensation Deferral Plan, credited as dividend equivalents on the July 16, 2026 dividend.

What are Roxanne Martino’s Ventas (VTR) holdings after this Form 4 transaction?

After this grant, Roxanne M. Martino directly holds 66845.6880 shares of Ventas common stock. This total includes the additional 173.8860 shares received as dividend-equivalent units on July 16, 2026.

SEC Form 4

FORM 4

UNITED 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^*

Martino Roxanne M

(Last) (First) (Middle)

C/O VENTAS, INC.

300 NORTH LASALLE ST., SUITE 1600

(Street)

CHICAGO ILLINOIS 60654

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Ventas, Inc. [ VTR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
07/16/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	07/16/2026		A		173.886(1)	A	$95.04(2)	66,845.688	D

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Common stock in the form of units granted under the Ventas, Inc. Non-Employee Directors' Cash Compensation Deferral Plan (the "Plan") as a result of dividend equivalents credited with respect to the dividend on Issuer's common stock paid on July 16, 2026. Such units are payable solely in common stock and subject to the terms and conditions of the Reporting Person's deferral election and the Plan.

2. Represents the closing price per share of Issuer's common stock as of the grant date.

Remarks:

	Roxanne M. Martino, By: /s/ Jessica Stricklin, Attorney-In-Fact	07/17/2026
	** Signature of Reporting Person	Date
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)