STOCK TITAN

Ventas (NYSE: VTR) director receives 68-share stock unit grant disclosure

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

Rhea-AI Filing Summary

Ventas, Inc. director Michael J. Embler reported a small stock-based award related to his board service. On January 15, 2026, he acquired 68.063 shares of common stock at a reference price of $76.92 per share. The award came as units under Ventas' Non-Employee Directors' Equity Award Deferral Program, credited as dividend equivalents on the company’s common stock and payable solely in shares. After this grant, Embler directly beneficially owned 14,588.216 shares of Ventas common stock.

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Insider EMBLER MICHAEL J
Role Director
Type Security Shares Price Value
Grant/Award Common Stock 68.063 $76.92 $5K
Holdings After Transaction: Common Stock — 14,588.216 shares (Direct)
Footnotes (1)
  1. 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 January 15, 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. Represents the closing price per share of Issuer's common stock as of the grant date.
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*
EMBLER MICHAEL 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)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
01/15/2026
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 01/15/2026 A 68.063(1) A $76.92(2) 14,588.216 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' 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 January 15, 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.
2. Represents the closing price per share of Issuer's common stock as of the grant date.
Remarks:
Exhibit 24 - Power of Attorney
Michael J. Embler, By: /s/ Jessica Stricklin, Attorney-In-Fact 01/16/2026
** 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.

FAQ

What insider transaction did Ventas (VTR) report in this Form 4?

The filing reports that director Michael J. Embler acquired 68.063 shares of Ventas common stock on January 15, 2026 through a stock-based award.

How many Ventas (VTR) shares does Michael J. Embler own after this transaction?

Following the reported award, Michael J. Embler beneficially owned 14,588.216 shares of Ventas common stock in direct ownership.

What was the price used for the Ventas (VTR) stock units granted to the director?

The units were valued using the closing price of $76.92 per share for Ventas common stock as of the grant date.

Was this Ventas (VTR) Form 4 transaction an open-market stock purchase?

No. The 68.063 shares represent stock units granted under a Non-Employee Directors' Equity Award Deferral Program from dividend equivalents, not an open-market purchase.

What is the source of the Ventas (VTR) stock units reported for the director?

The units were granted under the Ventas, Inc. Non-Employee Directors' Equity Award Deferral Program pursuant to the 2022 Incentive Plan, based on dividend equivalents.

How are the Ventas (VTR) director’s deferred units settled?

The filing states that these units are payable solely in common stock and are subject to the terms of the director’s deferral election and the Program.