VTR Form 4: Peter Bulgarelli disposes 406 shares under pre-arranged plan

Rhea-AI Filing Summary

Peter J. Bulgarelli, an officer of Ventas, Inc. (VTR), reported a sale of common stock under a Rule 10b5-1 plan. The filing discloses that on 09/15/2025 Mr. Bulgarelli disposed of 406 shares at a weighted average price of $69.9974 per share. After the reported sale he beneficially owned 121,082 shares, held directly. The Form 4 notes the transaction was executed pursuant to a 10b5-1 trading plan entered into on February 20, 2025, and that the sale occurred in multiple transactions at prices ranging from $69.99 to $70.00. The form is signed by an attorney-in-fact on behalf of Mr. Bulgarelli on 09/17/2025.

Positive

• Transaction executed under a Rule 10b5-1 trading plan, indicating pre-arranged compliance with insider trading rules
• Filing discloses weighted average price and price range, providing clear transparency about the sale
• Continued direct beneficial ownership of 121,082 shares is reported after the sale

Negative

• Insider sale of 406 shares was reported, which some investors may view unfavorably despite plan protection

Insights

Financial Analyst

TL;DR: Officer sale of 406 shares under a 10b5-1 plan; small, routine insider disposition with clear disclosure.

The filing reports a modest disposal of 406 shares at a weighted average price of $69.9974 under a pre-existing Rule 10b5-1 plan dated February 20, 2025. The report shows continued direct beneficial ownership of 121,082 shares following the transactions. From a financial analysis perspective, this is a routine insider sale with explicit compliance language and a narrow reported price range ($69.99–$70.00). There are no derivative transactions or other compensation events disclosed that would materially alter earnings or ownership structure.

Corporate Governance Expert

TL;DR: Proper disclosure and use of a 10b5-1 plan are documented; filing appears procedurally compliant.

The Form 4 clearly indicates the sale was executed pursuant to a written 10b5-1 trading plan and provides the weighted average price plus the stated price range, supporting transparency. The filing is signed by an attorney-in-fact and reports the reporting person's title as EVP OM&R-Ventas/Pres&CEO-LHS. There is no indication in the form of exemptions, amendments, or undisclosed holdings beyond the direct beneficial ownership number provided. Governance controls appear to have been followed based on the information in the filing.

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).

X

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^*

Bulgarelli Peter J.

(Last) (First) (Middle)

C/O VENTAS, INC.

300 NORTH LASALLE ST., SUITE 1600

(Street)

CHICAGO IL 60654

(City) (State) (Zip)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP OM&R-Ventas/Pres&CEO-LHS

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	09/15/2025		S		406(1)	D	$69.9974(2)	121,082	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. Transaction is pursuant to a Rule 10b5-1 trading plan entered into by the Reporting Person on February 20, 2025.

2. The price reported is a weighted average price. These shares were sold by the Reporting Person in multiple transactions at prices ranging from $69.99 to $70.00, inclusive. The Reporting Person undertakes to provide Issuer, any security holder of Issuer or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

Remarks:

	Peter J. Bulgarelli By: /s/ Jessica Stricklin, Attorney-in-Fact	09/17/2025
	** 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.

FAQ

What did Peter J. Bulgarelli report on the Form 4 for Ventas (VTR)?

The Form 4 reports that Peter J. Bulgarelli sold 406 shares of Ventas common stock on 09/15/2025 under a Rule 10b5-1 plan.

At what price were the Ventas shares sold in the Form 4 filing?

The shares were sold at a weighted average price of $69.9974 per share, with individual transaction prices ranging from $69.99 to $70.00.

How many Ventas shares does the reporting person own after the sale?

After the reported transaction the reporting person beneficially owned 121,082 shares held directly.

Was the sale part of a 10b5-1 plan?

Yes. The Form 4 states the transaction was pursuant to a Rule 10b5-1 trading plan entered into on February 20, 2025.

When was the Form 4 signed and by whom?

The Form 4 was signed on behalf of Peter J. Bulgarelli by an attorney-in-fact, Jessica Stricklin, on 09/17/2025.