Ventas director granted stock units via dividends

Ventas, Inc. director Matthew J. Lustig acquired additional common stock units through company deferral programs tied to dividends.

Rhea-AI Filing Summary

Ventas, Inc. director Matthew J. Lustig acquired additional common stock units through company deferral programs tied to dividends. He received 229.231 units and 66.742 units of common stock, both valued at a closing price of $85.51 per share on the grant date. These awards were credited as dividend equivalents under the Non-Employee Directors' Cash Compensation Deferral Plan and the Non-Employee Directors' Equity Award Deferral Program and are payable solely in common stock. Following these grants, Lustig directly holds 92,958.712 shares of Ventas common stock.

Insider Trade Summary

Grant/Award: 295.973 shares

Grant/Award 2 txns

Insider LUSTIG MATTHEW J

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	229.231	$85.51	$20K
Grant/Award	Common Stock	66.742	$85.51	$6K

Holdings After Transaction: Common Stock — 92,958.712 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 April 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 April 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 grant 1: 229.231 shares Dividend-equivalent grant 2: 66.742 shares Grant price per share: $85.51 per share +1 more

4 metrics

Dividend-equivalent grant 1 229.231 shares Common stock units credited under Cash Compensation Deferral Plan

Dividend-equivalent grant 2 66.742 shares Common stock units credited under Equity Award Deferral Program

Grant price per share $85.51 per share Closing price of Ventas common stock on grant date

Shares owned after transactions 92,958.712 shares Direct Ventas common stock holdings following Form 4 transactions

Key Terms

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

4 terms

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"

dividend equivalents financial

"as a result of dividend equivalents credited with respect to the dividend on Issuer's common stock"

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' Equity Award Deferral Program financial

"Non-Employee Directors' Equity Award Deferral Program (the "Program") adopted pursuant to the Ventas, Inc. 2022 Incentive Plan"

2022 Incentive Plan financial

"Program adopted pursuant to the Ventas, Inc. 2022 Incentive Plan"

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 acquiring additional Ventas common stock units as compensation. He received awards credited as dividend equivalents under two non-employee director deferral programs, increasing his direct holdings to 92,958.712 shares of Ventas common stock after the reported transactions.

How many Ventas (VTR) shares did Matthew J. Lustig acquire in this Form 4?

Matthew J. Lustig acquired 229.231 common stock units and 66.742 common stock units. Both grants were credited as dividend equivalents in connection with a Ventas dividend paid on April 16, 2026, under director compensation deferral programs and are payable solely in Ventas common stock.

What price per share is associated with Matthew J. Lustig’s Ventas (VTR) stock units?

The reported grants use $85.51 as the price per Ventas common share. Footnotes state this represents the closing price of Ventas common stock on the grant date, which was used to determine the number of units credited as dividend equivalents.

What is Matthew J. Lustig’s total Ventas (VTR) holding after these transactions?

After the reported awards, Matthew J. Lustig directly holds 92,958.712 Ventas common shares. This figure reflects his position following crediting of dividend-equivalent stock units under the company’s non-employee director deferral and equity award deferral programs.

What are the Ventas (VTR) non-employee director deferral programs mentioned in the Form 4?

The Form 4 references the Non-Employee Directors' Cash Compensation Deferral Plan and the Non-Employee Directors' Equity Award Deferral Program. Under these programs, dividend equivalents on Ventas’ common stock are credited as stock units, which are payable solely in common stock under each participant’s deferral elections.

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

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Accepted by SEC EDGAR 04/17/2026 - 04:10 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)
04/16/2026

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	04/16/2026		A		229.231(1)	A	$85.51(2)	92,891.97	D
Common Stock	04/16/2026		A		66.742(3)	A	$85.51(2)	92,958.712	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 April 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 April 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	04/17/2026
	** 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)