Ventas (NYSE: VTR) director Lustig adds shares via dividend units

Rhea-AI Filing Summary

Ventas, Inc. director Matthew J. Lustig reported routine share accruals tied to board compensation programs. On January 15, 2026, he acquired 231.163 shares of Ventas common stock at $76.92 per share through units granted under the company’s Non-Employee Directors' Cash Compensation Deferral Plan as dividend equivalents on the common stock dividend paid that day.

On the same date, he acquired an additional 68.063 shares at $76.92 per share through units credited under the Non-Employee Directors' Equity Award Deferral Program, also as dividend equivalents on the January 15 dividend. After these transactions, Lustig directly beneficially owned 92,266.446 shares of Ventas common stock, with all units payable solely in stock under the terms of his deferral elections and the applicable plans.

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
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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 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		231.163(1)	A	$76.92(2)	92,198.383	D
Common Stock	01/15/2026		A		68.063(3)	A	$76.92(2)	92,266.446	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 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 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 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.

Remarks:

	Matthew J. Lustig, 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 activity did Ventas (VTR) disclose for Matthew J. Lustig?

Ventas disclosed that director Matthew J. Lustig acquired additional common stock on January 15, 2026 through two routine, non-derivative transactions related to board compensation deferral programs.

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

Lustig acquired 231.163 shares of common stock under the cash compensation deferral plan and 68.063 shares under the equity award deferral program, both as dividend equivalent units.

What price per share is reported for Matthew J. Lustig’s Ventas transactions?

Both transactions list a price of $76.92 per share, which the filing states represents the closing price of Ventas common stock on the grant date.

What is Matthew J. Lustig’s total Ventas share ownership after these transactions?

Following the reported transactions, Lustig directly beneficially owned 92,266.446 shares of Ventas common stock.

How were these additional Ventas (VTR) shares granted to Matthew J. Lustig?

The shares arose as dividend equivalents credited in the form of stock units under Ventas’ Non-Employee Directors' Cash Compensation Deferral Plan and Equity Award Deferral Program, tied to the common stock dividend paid on January 15, 2026.

Are Matthew J. Lustig’s Ventas deferral plan units paid in cash or stock?

The filing states that the units are payable solely in common stock, subject to the terms and conditions of Lustig’s deferral elections and the respective plans.