Ventas (VTR) director gains stock units via dividend-equivalent grant

Rhea-AI Filing Summary

Ventas, Inc. director Joe Vasquez Rodriguez Jr. received an equity award tied to his board compensation. He acquired 41.221 shares of common stock on April 16, 2026, valued at $85.51 per share, through units granted under the company’s Non-Employee Directors' Equity Award Deferral Program.

These units were credited as dividend equivalents on the company’s common stock and are payable solely in stock, under the terms of his deferral election and the program. Following this award, he directly holds 7,847.719 shares of Ventas common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Rodriguez Joe Vasquez Jr.

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	41.221	$85.51	$4K

Holdings After Transaction: Common Stock — 7,847.719 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 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. Represents the closing price per share of Issuer's common stock as of the grant date.

Key Figures

Shares granted: 41.221 shares Grant price: $85.51 per share Shares after transaction: 7,847.719 shares

3 metrics

Shares granted 41.221 shares Dividend-equivalent grant on April 16, 2026

Grant price $85.51 per share Closing price on April 16, 2026

Shares after transaction 7,847.719 shares Director’s direct holdings following the award

Key Terms

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

3 terms

Non-Employee Directors' Equity Award Deferral Program financial

"Common stock in the form of units granted under the Ventas, Inc. Non-Employee Directors' Equity Award Deferral Program"

2022 Incentive Plan financial

"adopted pursuant to the Ventas, Inc. 2022 Incentive Plan as a result of dividend equivalents"

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.

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.

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^*

Rodriguez Joe Vasquez Jr.

(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		41.221(1)	A	$85.51(2)	7,847.719	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 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.

2. Represents the closing price per share of Issuer's common stock as of the grant date.

Remarks:

	Joe V. Rodriguez, Jr. 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)

FAQ

What insider transaction did Ventas (VTR) report for Joe Vasquez Rodriguez Jr.?

Ventas reported that director Joe Vasquez Rodriguez Jr. acquired 41.221 shares of common stock. The shares came as equity units credited as dividend equivalents under the company’s Non-Employee Directors' Equity Award Deferral Program tied to the 2022 Incentive Plan.

How many Ventas (VTR) shares does the director hold after this Form 4 transaction?

After the reported award, Joe Vasquez Rodriguez Jr. directly holds 7,847.719 shares of Ventas common stock. This total reflects the addition of 41.221 shares granted as dividend-equivalent units under the Non-Employee Directors' Equity Award Deferral Program on April 16, 2026.

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

The grant used $85.51 as the price per Ventas share. A footnote explains this figure represents the closing price of Ventas common stock on the April 16, 2026 grant date, when the dividend-equivalent units were credited under the director deferral program.

What type of award did the Ventas (VTR) director receive in this filing?

The director received a grant classified as a non-derivative acquisition of common stock. It arose from units under the Non-Employee Directors' Equity Award Deferral Program, representing dividend equivalents that are payable solely in Ventas common stock under his existing deferral election.

Is the Ventas (VTR) Form 4 transaction a market purchase or a compensation grant?

The reported transaction is a compensation-related equity grant, not an open-market purchase. It reflects 41.221 shares credited as dividend equivalents under Ventas’ Non-Employee Directors' Equity Award Deferral Program, pursuant to the company’s 2022 Incentive Plan for non-employee directors.