BACON KENNETH J 4
4 · WELLTOWER INC. · Filed Feb 27, 2026
Research Summary
AI-generated summary of this filing
Welltower (WELL) Director Kenneth J. Bacon Receives Awards
What Happened
Kenneth J. Bacon, a director of Welltower Inc. (WELL), was granted two awards on February 26, 2026: 1,056 LTIP Units (a profits‑interest award in Welltower OP LLC) and 1,056 Other Stock Units under the 2022 Long‑Term Incentive Plan. No cash was paid and no per‑share price is reported (N/A). These are derivative awards; the LTIP Units are scheduled to vest on February 26, 2027 (subject to continued service) and can convert into OP Units and ultimately be exchanged for Welltower common shares or cash if certain tax allocation conditions are met.
Key Details
- Transaction date: 2026-02-26; Form 4 filed 2026-02-27 (timely).
- Awards: 1,056 LTIP Units (F1) and 1,056 Other Stock Units (F2); total granted = 2,112 units.
- Price: N/A (awarded without cash consideration).
- Shares owned after transaction: not specified in the reported data.
- Footnotes: F1 describes LTIP Units (profits interests, vest 2/26/2027, convertible to OP Units and exchangeable for common stock/cash upon satisfaction of tax allocation conditions). F2 explains Other Stock Units are reserved solely to satisfy any future exchange of OP Units for common shares and will be canceled if unused.
Context
These awards are compensation/long‑term incentive grants, not open‑market purchases or sales, and typically represent deferred/conditional equity rather than immediate share ownership. The LTIP Units vest one year from grant (subject to service) before becoming convertible and exchangeable into common stock or cash.
Insider Transaction Report
- Award
LTIP Units
[F1]2026-02-26+1,056→ 1,056 total→ Common (1,056 underlying) - Award
Other Stock Unit
[F2]2026-02-26+1,056→ 1,056 total→ Common (1,056 underlying)
Footnotes (2)
- [F1]Represents an award, granted without cash consideration, of membership interests in Welltower OP LLC ("Welltower OP"), a subsidiary of Welltower Inc. (the "Issuer"), designated as LTIP Units ("LTIP Units"), which LTIP Units are intended to qualify as profits interests for US federal income tax purposes. The LTIP Units are scheduled to vest on February 26, 2027, subject to the reporting person's continued service on the vesting date. The LTIP Units, if and as they become vested, are convertible, conditioned upon the satisfaction of minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes, into Class A Common Units in Welltower OP ("OP Units"). The resulting 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]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 an award of Other Stock Units under the Amended and Restated Welltower Inc. 2022 Long-Term Incentive Plan (the "2022 Plan"). The award of Other Stock Units provides 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.