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Form 4: VTR director credited dividend-equivalent stock units

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Ventas, Inc. (VTR) reported an insider transaction by director Sumit Roy. On October 16, 2025, Roy acquired 49.89 common stock units via the Non-Employee Directors' Cash Compensation Deferral Plan and 74.76 common stock units via the Non-Employee Directors' Equity Award Deferral Program. These units were credited as dividend equivalents tied to the company’s dividend paid on that date and are payable solely in common stock. The reference price for the grants was $69.55, the closing price on the grant date.

Following the reported transactions, Roy beneficially owned 21,339.344 shares, held directly.

Positive

  • None.

Negative

  • None.
Insider Roy Sumit
Role Director
Type Security Shares Price Value
Grant/Award Common Stock 49.89 $69.55 $3K
Grant/Award Common Stock 74.76 $69.55 $5K
Holdings After Transaction: Common Stock — 21,264.584 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 October 16, 2025. 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. 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 October 16, 2025. 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.
Form 4 Insider Transactions: What Each Field Means →
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*
Roy Sumit
(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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
10/16/2025
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 10/16/2025 A 49.89(1) A $69.55(2) 21,264.584 D
Common Stock 10/16/2025 A 74.76(3) A $69.55(2) 21,339.344 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 October 16, 2025. 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 October 16, 2025. 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:
Sumit Roy, By: /s/ Jessica Stricklin, Attorney-In-Fact 10/16/2025
** 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.

Source: View Original Filing on SEC EDGAR

FAQ

What did Ventas (VTR) disclose in this filing?

A Form 4 reporting director Sumit Roy acquired common stock units credited as dividend equivalents on October 16, 2025.

How many Ventas (VTR) units were acquired by the director?

Two grants: 49.89 units under the Cash Compensation Deferral Plan and 74.76 units under the Equity Award Deferral Program.

What price was used for the Ventas (VTR) unit grants?

The grants reference the $69.55 closing price per share on the grant date.

Are these awards payable in cash or stock?

They are payable solely in common stock under the terms of the plans.

What is the director’s beneficial ownership after these transactions?

Post-transaction holdings were 21,339.344 shares, held directly.

Which Ventas (VTR) plans governed these grants?

The Non-Employee Directors' Cash Compensation Deferral Plan and the Non-Employee Directors' Equity Award Deferral Program under the 2022 Incentive Plan.