Willhite Gabriel M 4

What Happened

• Gabriel M. Willhite, Chief Operating Officer of American Healthcare REIT (AHR), had 13,534 performance-based restricted stock units (PRSUs) vest on March 12, 2026. The PRSUs converted into 13,534 shares of common stock. To satisfy tax withholding, the issuer withheld 7,302 shares at $52.80 per share (total value $385,546). The net shares delivered to Willhite after withholding were 6,232. The PRSUs were granted April 3, 2023 and vested in full when performance goals were confirmed met on March 12, 2026.

Key Details

• Transaction date: March 12, 2026 (vesting/conversion and tax withholding)
• Withheld shares: 7,302 shares withheld at $52.80/share = $385,546 to satisfy taxes
• Gross shares vested/converted: 13,534 shares; Net shares delivered: 6,232
• Transaction codes on filing: A = award/grant (PRSUs), M = conversion/exercise of derivative (RSU→shares), F = tax withholding (shares surrendered)
• Footnotes: PRSUs convert 1:1 into common shares; PRSUs were granted under the 2015 Incentive Plan on April 3, 2023 and vested after performance goals were met on March 12, 2026
• Filing timeliness: Report filed March 16, 2026 for the March 12 transaction — filed within the typical 2 business‑day window (timely)

Context

• This was a compensation-related vesting event (award conversion), not an open-market buy or sale of stock. The withheld shares represent tax withholding, not a discretionary sale by the insider; net shares remaining (6,232) are what Willhite received from the vesting. Such routine withholding on vested equity awards is common and does not by itself indicate the insider’s market view.