WELLTOWER INC.·4

Feb 18, 4:40 PM ET

Fieweger Joshua 4

4 · WELLTOWER INC. · Filed Feb 18, 2026

Research Summary

AI-generated summary of this filing

Updated

Welltower (WELL) SVP Joshua Fieweger Receives LTIP Award

What Happened

  • Joshua Fieweger, Senior Vice President and Chief Accounting Officer of Welltower Inc., had a total of 39,856 LTIP units vest on February 13, 2026. Those vested LTIP units automatically converted into the same number of OP Units (units of Welltower OP LLC), which may be exchanged in the future for Welltower common shares or cash. No cash was paid upon vesting or conversion, and no shares were sold as part of this filing.
  • The 39,856 units consist of separate grants originally issued on Jan 17, 2022 (initially PSUs, converted to LTIP Units), Feb 23, 2023, and June 24, 2024. The filing reports these as derivative awards (transaction code A) with per-unit price listed as N/A.

Key Details

  • Transaction date: February 13, 2026 (vesting and automatic conversion to OP Units).
  • Reported amounts: 8,605 + 9,381 + 1,942 + 19,928 = 39,856 LTIP Units vested/converted.
  • Price/Value: N/A (derivative award units; no cash paid on vesting or conversion).
  • Shares owned after transaction: Not specified in the filing.
  • Notable footnotes: LTIP Units are intended to qualify as profits interests and convert into OP Units once vested and meeting a capital-account condition; Other Stock Units were also awarded/treated as vested solely to reserve common shares for any future exchange of OP Units. Upon exchange of OP Units for common shares, the reporting person would relinquish rights to the exchanged OP Units; any remaining Other Stock Units would be canceled.
  • Filing timeliness: Reported on Feb 18, 2026 for transactions dated Feb 13, 2026; the filing appears to be within the required two business‑day window.

Context

  • This filing reflects vesting/conversion of long‑term incentive units (derivative awards), not an open‑market purchase or sale. Such vesting events are compensation-related and do not necessarily indicate a buy or sell signal. OP Units are convertible into common shares (or cash) in the future; no immediate sale or cashless exercise was reported.

Insider Transaction Report

Form 4
Period: 2026-02-13
Fieweger Joshua
SVP, Chief Accounting Officer
Transactions
  • Award

    LTIP Units

    [F1][F2]
    2026-02-13+8,6058,605 total
    Common (8,605 underlying)
  • Award

    LTIP Units

    [F3][F4]
    2026-02-13+9,3819,381 total
    Common (9,381 underlying)
  • Award

    LTIP Units

    [F5][F6]
    2026-02-13+1,9421,942 total
    Common (1,942 underlying)
  • Award

    Other Stock Units

    [F7]
    2026-02-13+19,92819,928 total
    Common (19,928 underlying)
Footnotes (7)
  • [F1]This award of membership interests in Welltower OP LLC ("Welltower OP"), a subsidiary of Welltower Inc. (the "Issuer"), designated as LTIP Units ("LTIP Units"), was originally granted without cash consideration to the reporting person on February 23, 2023. LTIP Units are intended to qualify as profits interests for US federal income tax purposes and, once both (1) vested and (2) possessing a per unit capital account balance equal to a Class A Common Unit of Welltower OP (an "OP Unit"), are convertible into OP Units, which OP Units may be exchanged by the reporting person 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.
  • [F2]The reported transaction was a vesting of 8,605 LTIP Units on February 13, 2026, which were automatically converted into the same number of OP Units. No amount was payable in connection with the vesting of the LTIP Units or the Other Stock Units or the conversion of the LTIP Units into OP Units.
  • [F3]These LTIP Units were originally granted without cash consideration to the reporting person on January 17, 2022 in the form of performance-based restricted stock units ("PSUs") of the Issuer. On January 3, 2023, at the election of the reporting person, the PSUs were converted into LTIP Units.
  • [F4]The reported transaction was a vesting of 9,381 LTIP Units on February 13, 2026, which were automatically converted into the same number of OP Units. No amount was payable in connection with the vesting of the LTIP Units or the Other Stock Units or the conversion of the LTIP Units into OP Units.
  • [F5]These LTIP Units were originally granted without cash consideration to the reporting person on June 24, 2024.
  • [F6]The reported transaction was a vesting of 1,942 LTIP Units on February 13, 2026, which were automatically converted into the same number of OP Units. No amount was payable in connection with the vesting of the LTIP Units or the Other Stock Units or the conversion of the LTIP Units into OP Units.
  • [F7]Solely in order to reserve Common Shares to satisfy any exchange in respect of OP Units as contemplated herein that might occur in the future, the reporting person also received awards of Other Stock Units under the Welltower Inc. 2022 Long-Term Incentive Plan (the "2022 Plan") that were deemed vested upon the vesting of the LTIP Units described above. The awards of Other Stock Units provide the reporting person with the ability to acquire Common Shares under the 2022 Plan only through the exchange of OP Units for those shares and in no other manner. Upon the exchange of OP Units for Common Shares, the reporting person will relinquish all rights to the exchanged OP Units. Any Other Stock Units that may be remaining after all OP Units have been exchanged will be immediately canceled for no consideration.
Signature
By: Matthew G. McQueen, Attorney-in-Fact For: Joshua Fieweger|2026-02-18

Documents

1 file
  • 4
    ownership.xmlPrimary

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