Mitra Shankh 4

What Happened

• Mitra Shankh, CEO and director of Welltower Inc. (WELL), had a total of 470,270 LTIP (long-term incentive plan) units vest on February 13, 2026. These LTIP Units automatically converted into the same number of OP Units (membership/partnership units) upon vesting. No cash was paid in connection with the vesting or conversion and no sale or open-market trade occurred.

Key Details

• Transaction date: February 13, 2026. Report filed: February 18, 2026 (Form 4 accession 0001193125-26-057306).
• Items vested/converted: 193,535 LTIP Units (originally granted Feb 23, 2023) and 276,735 LTIP Units (originally granted as PSUs Jan 17, 2022 and converted to LTIP Units Jan 3, 2023), totaling 470,270 LTIP Units that converted into 470,270 OP Units.
• Price: N/A — these were vesting/conversion events (derivative awards), not purchases or sales; no cash consideration was required.
• Shares owned after the transaction: not specified in the provided filing.
• Notable footnotes: Other Stock Units were also granted/vested solely to reserve the right to satisfy any future exchange of OP Units for Welltower common shares; any remaining Other Stock Units will be canceled if OP Units are not exchanged.
• Filing timeliness: The Form 4 was filed five days after the Feb 13 transaction (filed Feb 18). Form 4s are typically due within two business days, so this filing appears delayed relative to the usual deadline.

Context

• These LTIP/OP Unit transactions are derivative compensation events (awards converting to partnership units that may later be exchanged for common shares or cash) rather than open-market buys or sells. Such vesting is routine for executive compensation and does not by itself indicate a buy or sell signal for the stock; any future exchange of OP Units for common shares would create share issuance or an equivalent cash payment.