Director at Ventas (NYSE: VTR) gains stock units via dividend

Rhea-AI Filing Summary

Ventas, Inc. director Roxanne M. Martino acquired 188.32 shares of common stock through a grant under the company’s Non-Employee Directors' Cash Compensation Deferral Plan. The units were credited as dividend equivalents tied to the dividend paid on April 16, 2026 at a closing price of $85.51 per share.

Following this automatic, compensation-related acquisition, Martino directly holds a total of 64,081.021 shares of Ventas common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Martino Roxanne M

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	188.32	$85.51	$16K

Holdings After Transaction: Common Stock — 64,081.021 shares (Direct)

Footnotes (1)

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

Key Figures

Shares granted: 188.32 shares Grant price per share: $85.51 per share Total shares after transaction: 64,081.021 shares +1 more

4 metrics

Shares granted 188.32 shares Dividend-equivalent units granted on April 16, 2026

Grant price per share $85.51 per share Closing price of Ventas common stock on grant date

Total shares after transaction 64,081.021 shares Direct holdings of Roxanne M. Martino after the grant

Dividend date April 16, 2026 Date of dividend used for dividend-equivalent crediting

Key Terms

Non-Employee Directors' Cash Compensation Deferral Plan, dividend equivalents, closing price per share

3 terms

Non-Employee Directors' Cash Compensation Deferral Plan financial

"Common stock in the form of units granted under the Ventas, Inc. Non-Employee Directors' Cash Compensation Deferral Plan"

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.

closing price per share financial

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

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^*

Martino Roxanne M

(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		188.32(1)	A	$85.51(2)	64,081.021	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 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 Plan.

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

Remarks:

	Roxanne M. Martino, 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 Roxanne M. Martino?

Ventas reported that director Roxanne M. Martino acquired 188.32 shares of common stock. The shares were granted as units under the Non-Employee Directors' Cash Compensation Deferral Plan, reflecting dividend equivalents credited from the dividend paid on April 16, 2026.

Was the Ventas (VTR) insider transaction an open-market purchase or a grant?

The transaction was a grant, not an open-market purchase. Martino received 188.32 common stock units as dividend equivalents under Ventas’ Non-Employee Directors' Cash Compensation Deferral Plan, using the April 16, 2026 closing price of $85.51 per share to value the credited units.

What is Roxanne M. Martino’s total Ventas (VTR) shareholding after this Form 4?

After the reported grant, Roxanne M. Martino directly holds 64,081.021 shares of Ventas common stock. This total includes the 188.32 shares credited as dividend-equivalent units under the company’s Non-Employee Directors' Cash Compensation Deferral Plan on April 16, 2026.

How was the 188.32-share grant to the Ventas (VTR) director priced?

The 188.32-share grant was valued using $85.51 per share. This figure represents the closing price of Ventas common stock on the April 16, 2026 grant date, as specified in the filing’s footnotes describing the dividend-equivalent units credited under the directors’ deferral plan.

What plan governed the dividend-equivalent share grant reported by Ventas (VTR)?

The grant was made under the Ventas, Inc. Non-Employee Directors' Cash Compensation Deferral Plan. Under this plan, dividend equivalents on deferred amounts are credited as units payable solely in common stock, subject to the director’s deferral election and the plan’s terms and conditions.