BACON KENNETH J 4

What Happened
Kenneth J. Bacon, a director of Welltower Inc. (WELL), acquired 2,627 common shares on May 1, 2026 through the conversion/exchange of previously held LTIP/OP units. The shares were issued at $0 per share as a result of vested long‑term incentive units converting into exchangeable OP units and then into common stock — this was not an open‑market purchase or sale.

Key Details

• Transaction date: May 1, 2026; Form 4 filed May 5, 2026 (filed within the two‑business‑day reporting window).
• Transaction type: Conversion of derivative security (LTIP/OP units converted to common shares). Report shows 2,627 shares acquired at $0.00.
• Filing entry also shows the derivative position (OP units) as disposed (N/A) because those units were exchanged for common shares.
• Shares owned after the transaction: not specified in the provided filing excerpt.
• Footnote: The shares stem from LTIP Units awarded on Feb 23, 2023 that converted to Class A OP Units upon vesting and tax allocation, and those OP Units were exchanged for common shares on May 1, 2026.

Context
This is a non‑market acquisition resulting from the vesting/conversion of long‑term incentive units (an award that matured into stock), not a discretionary purchase that signals direct buying in the market. The disposal line in the filing reflects the conversion of the derivative unit, not a sale of shares for cash.