WELL Form 4: Director Lopez Receives 73 Shares at $166.94

Rhea-AI Filing Summary

Dennis G. Lopez, a director of Welltower Inc. (WELL), received 73 shares of common stock on 08/21/2025 as dividend equivalent rights settled in stock. The transaction shows a per-share price of $166.94 and the filing reports the reporting person’s beneficial ownership following the transaction as 16,555.57 shares. The filing’s explanatory note clarifies these shares represent dividend equivalents accrued on outstanding deferred stock units that may only be settled in common stock. The Form 4 was signed by an attorney-in-fact on behalf of Mr. Lopez on 08/25/2025.

Insights

Securities Analyst

TL;DR: Director received 73 shares via dividend-equivalent settlement; transaction is routine and non-cash in nature.

The Form 4 documents a non-derivative acquisition of 73 common shares by Dennis G. Lopez on 08/21/2025, recorded at $166.94 per share. The filing specifies these are dividend equivalent rights tied to deferred stock units and can only be settled in common stock, indicating a compensation-related, non-market purchase rather than an open-market buy. The reported beneficial ownership after the transaction is 16,555.57 shares. For investors, this is a routine insider compensation settlement rather than a directional trading signal.

Corporate Governance Expert

TL;DR: Settlement of deferred compensation in stock is standard corporate governance practice; disclosure is complete for the item reported.

The submission identifies Mr. Lopez as a director and discloses the nature of the shares as dividend-equivalent rights on deferred stock units, which aligns with standard executive/director compensation structures. The Form 4 includes transaction date, quantity, per-share amount, and post-transaction beneficial ownership, and is signed by an attorney-in-fact. There are no indications of amendments or joint filers. This appears to be a routine, compliant Section 16 filing without governance red flags.

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

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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^*

LOPEZ DENNIS G

(Last) (First) (Middle)

4500 DORR STREET

(Street)

TOLEDO OH 43615

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
08/21/2025

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	08/21/2025		A		73(1)	A	$166.94	16,555.57	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. These shares represent dividend equivalent rights accrued on outstanding deferred stock units held by the reporting person, which may only be settled in common stock.

	Matthew G. McQueen, Attorney-in-Fact For: Dennis G. Lopez	08/25/2025
	** 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).
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