Ventas director granted dividend stock units

Ventas, Inc. director Matthew J. Lustig reported automatic stock-based awards tied to dividend equivalents.

Rhea-AI Filing Summary

Ventas, Inc. director Matthew J. Lustig reported automatic stock-based awards tied to dividend equivalents. On July 16, 2026 he acquired 209.667 common-stock units under the Non-Employee Directors' Cash Compensation Deferral Plan and 71.615 units under the Equity Award Deferral Program, both valued at $95.04 per share, bringing his direct holdings to 95,734.706 shares payable solely in common stock.

Insider Trade Summary

Grant/Award: 281.282 shares

Grant/Award 2 txns

Insider LUSTIG MATTHEW J

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock F1, F2	209.667	$95.04	$20K
Grant/Award	Common Stock F3, F2	71.615	$95.04	$7K

Holdings After Transaction: Common Stock — 95,734.706 shares (Direct)

Footnotes (3)

1. F1. 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. F2. Represents the closing price per share of Issuer's common stock as of the grant date.
3. F3. Common stock in the form of units granted under the Ventas, Inc. Non-Employee Directors' Equity Award Deferral Program (the "Program") adopted pursuant to the Ventas, Inc. 2022 Incentive 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 Program.

Key Figures

Dividend-equivalent units (cash compensation plan): 209.667 shares Dividend-equivalent units (equity award program): 71.615 shares Closing price per share: $95.04 +1 more

4 metrics

Dividend-equivalent units (cash compensation plan) 209.667 shares Common stock units under Non-Employee Directors' Cash Compensation Deferral Plan on July 16, 2026

Dividend-equivalent units (equity award program) 71.615 shares Common stock units under Non-Employee Directors' Equity Award Deferral Program on July 16, 2026

Closing price per share $95.04 Closing price of Ventas common stock used to value the July 16, 2026 grants

Direct holdings after transactions 95,734.706 shares Matthew J. Lustig direct Ventas common stock holdings following the reported awards

Key Terms

dividend equivalents, Non-Employee Directors' Cash Compensation Deferral Plan, Non-Employee Directors' Equity Award Deferral Program, 2022 Incentive Plan

4 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"

Non-Employee Directors' Equity Award Deferral Program financial

"units granted under the Ventas, Inc. Non-Employee Directors' Equity Award Deferral Program (the "Program")"

2022 Incentive Plan financial

"Program adopted pursuant to the Ventas, Inc. 2022 Incentive Plan as a result of dividend equivalents"

A 2022 incentive plan is a formal program adopted in 2022 that outlines how a company will reward employees, executives, or directors with cash, stock, or other benefits tied to performance or continued service. Investors care because these plans can change how much ownership exists (dilution), affect reported profits through compensation costs, and influence whether managers are motivated to increase long‑term value—think of it as the rules for a company’s bonus and stock‑award system.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Ventas (VTR) director Matthew J. Lustig report?

Matthew J. Lustig reported two stock-based award acquisitions on July 16, 2026. He received dividend-equivalent common-stock units under two director deferral programs, increasing his direct Ventas holdings to 95,734.706 shares payable solely in common stock.

How many Ventas (VTR) shares were granted to Matthew J. Lustig as dividend equivalents?

Matthew J. Lustig received 209.667 common-stock units under the Cash Compensation Deferral Plan and 71.615 units under the Equity Award Deferral Program. Both awards represent dividend equivalents credited on the July 16, 2026 dividend.

What price was used to value Matthew J. Lustig’s Ventas (VTR) stock units?

Both awards were valued at $95.04 per share, which represents the closing price of Ventas common stock on the grant date. This price is used to determine the number of dividend-equivalent stock units credited.

What are the key Ventas (VTR) director plans involved in these stock unit grants?

The grants were made under the Non-Employee Directors' Cash Compensation Deferral Plan and the Non-Employee Directors' Equity Award Deferral Program, the latter adopted pursuant to the Ventas, Inc. 2022 Incentive Plan and payable solely in common stock.

Are Matthew J. Lustig’s new Ventas (VTR) stock units paid in cash or stock?

The new awards are payable solely in common stock. They are stock-denominated units credited as dividend equivalents and are subject to the terms of Lustig’s deferral elections and the applicable Ventas director plans.

Did Matthew J. Lustig buy or sell Ventas (VTR) shares on the open market?

No open-market trades were reported. The Form 4 shows grant/award acquisitions of dividend-equivalent stock units under director deferral plans, rather than discretionary purchases or sales in the market.

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

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

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^*

LUSTIG MATTHEW J

(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		209.667(1)	A	$95.04(2)	95,663.091	D
Common Stock	07/16/2026		A		71.615(3)	A	$95.04(2)	95,734.706	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.

3. Common stock in the form of units granted under the Ventas, Inc. Non-Employee Directors' Equity Award Deferral Program (the "Program") adopted pursuant to the Ventas, Inc. 2022 Incentive 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 Program.

Remarks:

	Matthew J. Lustig, 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)