Director Kenneth Bacon converts 2,627 OP Units at Welltower (NYSE: WELL)

Rhea-AI Filing Summary

Welltower Inc. director Kenneth J. Bacon converted operating partnership units into common stock in a routine equity event. On May 1, 2026, 2,627 OP Units were exchanged for the same number of Welltower common shares at a stated price of $0.00 per share, reflecting a non-cash derivative conversion.

Following the transaction, Bacon directly held 14,306 shares of Welltower common stock. He also continued to hold 3,591 OP Units, which are described as exchangeable into common shares or their cash equivalent under prior award terms. No open-market buying or selling was reported in this filing.

Insider Trade Summary

2,627 shares exercised/converted

Mixed 2 txns

Insider BACON KENNETH J

Role null

Type	Security	Shares	Price	Value
Conversion	OP Units	2,627	$0.00	--
Conversion	Common Stock	2,627	$0.00	--

Holdings After Transaction: OP Units — 3,591 shares (Direct, null); Common Stock — 14,306 shares (Direct, null)

Footnotes (1)

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Key Figures

Common shares acquired via conversion: 2,627 shares Common shares held after transaction: 14,306 shares OP Units converted: 2,627 OP Units +2 more

5 metrics

Common shares acquired via conversion 2,627 shares Exchanged from OP Units on May 1, 2026

Common shares held after transaction 14,306 shares Direct ownership following May 1, 2026 conversion

OP Units converted 2,627 OP Units Derivative securities exchanged into common stock

OP Units remaining 3,591 OP Units Direct holdings after the reported conversion

Transaction price per share $0.00 per share Non-cash derivative conversion code C

Key Terms

LTIP Units, OP Units, Class A Common Units, derivative security, +1 more

5 terms

LTIP Units financial

"received an award of membership interests in Welltower OP LLC ("Welltower OP"), a subsidiary ... designated as LTIP Units ("LTIP Units")"

LTIP units are awards given to executives and employees as part of a long-term incentive plan; they act like deferred bonuses that convert into company shares or cash only if the business meets set performance or time requirements. Investors care because LTIP units tie management pay to future results, can increase the number of outstanding shares (dilution) when they vest, and create ongoing compensation expense that can affect earnings and shareholder value.

OP Units financial

"converted ... into Class A Common Units in Welltower OP ("OP Units") that are exchangeable for shares"

OP units are ownership stakes in an operating partnership that sits beneath a public parent company, commonly used by real estate and energy firms to hold assets and distributions. Think of them like special shares in a subsidiary: they give economic rights to profits and cash payouts but are structured differently from the parent’s common stock, so investors watch OP unit issuance because it can change the effective ownership, future distributions, and potential dilution of the parent company’s equity.

Class A Common Units financial

"converted, upon both vesting and the satisfaction of minimum allocations ... into Class A Common Units in Welltower OP"

derivative security financial

"transaction_code_description": "Conversion of derivative security""

A derivative security is a financial contract whose value comes from the price or performance of something else, such as a stock, bond, commodity, or market index. For investors it acts like an insurance policy or a wager: it can be used to protect against losses, lock in prices, or amplify gains and losses, so it can change a portfolio’s risk and potential return without owning the underlying asset directly.

exchangeable for shares of common stock financial

"OP Units that are exchangeable for shares of common stock, par value $1.00 per share"

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^*

BACON KENNETH J

(Last) (First) (Middle)

C/O WELLTOWER INC.

4500 DORR STREET

(Street)

TOLEDO OHIO 43615

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
WELLTOWER INC. [ WELL ]

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)
05/01/2026

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	05/01/2026		C		2,627	A	$0	14,306	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
OP Units	(1)	05/01/2026		C	V		2,627	(1)	(1)	Common	2,627	(1)	3,591	D

Explanation of Responses:

1. (1) On February 23, 2023, the reporting person received an award of membership interests in Welltower OP LLC ("Welltower OP"), a subsidiary of Welltower Inc. (the "Issuer"), designated as LTIP Units ("LTIP Units"), which were subsequently converted, upon both vesting and the satisfaction of minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, into Class A Common Units in Welltower OP ("OP Units") that are exchangeable for shares of common stock, par value $1.00 per share ("Common Shares"), of the Issuer or the equivalent cash value of Common Shares, as determined by the Issuer. On May 1, 2026, these OP Units were exchanged for Common Shares.

	Matthew McQueen Attorney-in-Fact For: Kenneth Bacon	05/05/2026
	** 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)

FAQ

What did Welltower (WELL) director Kenneth J. Bacon report in this Form 4?

Kenneth J. Bacon reported a conversion of 2,627 OP Units into 2,627 Welltower common shares. This was a non-cash derivative conversion, not an open-market trade, and reflects the exchange rights attached to previously granted LTIP and OP Unit awards.

How many Welltower (WELL) common shares does Kenneth J. Bacon hold after this transaction?

After the conversion, Kenneth J. Bacon directly holds 14,306 Welltower common shares. This total reflects the addition of 2,627 shares received from exchanging OP Units, as reported in the Form 4, with no common share sales disclosed in this filing.

What happened to Kenneth J. Bacon’s OP Units in Welltower OP LLC?

On May 1, 2026, 2,627 OP Units were exchanged for 2,627 Welltower common shares. After this exchange, Bacon still directly holds 3,591 OP Units, which the footnote describes as exchangeable for common shares or their equivalent cash value, at the issuer’s determination.

Was the Welltower (WELL) Form 4 transaction a market purchase or sale?

No. The Form 4 shows a conversion of a derivative security, coded “C”, with a price per share of $0.00. This indicates a non-cash exchange of OP Units into common stock, rather than an open-market purchase or sale of Welltower shares.

What are LTIP Units and OP Units referenced in the Welltower (WELL) filing?

The footnote explains that LTIP Units in Welltower OP LLC were awarded in 2023 and later converted into Class A OP Units. These OP Units are exchangeable for Welltower common shares or equivalent cash value, and 2,627 such units were exchanged on May 1, 2026.

Does the Welltower (WELL) Form 4 mention any remaining derivative awards for Kenneth J. Bacon?

The filing’s derivative summary is empty, indicating no additional derivative positions reported beyond the OP Units table. However, it shows Bacon continues to directly hold 3,591 OP Units, which are classified as derivative securities exchangeable into Welltower common shares or cash.