PEAY BRIAN 4

What Happened
Brian Peay, Chief Financial Officer of American Healthcare REIT (AHR), had 13,534 performance-based restricted stock units (PRSUs) vest on March 12, 2026. The PRSUs converted into common shares; 7,302 of those shares were withheld by the company to cover tax withholding at $52.80 per share (totaling $385,546). Net shares added to his beneficial holdings from this vesting were 6,232. The PRSUs were originally granted April 3, 2023 and vested in full when performance goals were confirmed met.

Key Details

• Transaction date: March 12, 2026; Form 4 filed March 16, 2026 (filing appears timely).
• Vesting/conversion: 13,534 PRSUs converted into 13,534 common shares (derivative conversion).
• Tax withholding: 7,302 shares withheld at $52.80/share = $385,546 (reported as a disposition to satisfy tax obligations).
• Net shares retained from the vesting: 6,232 shares (13,534 vested − 7,302 withheld).
• Consideration: PRSUs were granted without cash consideration (no purchase price).
• Ownership reporting: The filing notes the shares of common stock are held by the Brian and Kristen Peay 2007 Trust (see filing footnote).

Context

• This was a performance-based RSU vesting and associated tax-withholding transaction—not an open-market purchase or sale by the insider. Tax-withholding via share retention is a routine administrative step and does not necessarily indicate a buy/sell opinion.
• For retail investors, purchases are typically more informative than routine vesting and withholding; here the CFO gained net shares (6,232) as a result of vested PRSUs.