AHR Director Danny Prosky Exercises RSUs, Shares Withheld

What Happened

• Danny Prosky, a director of American Healthcare REIT (AHR), had time‑based RSUs convert into common shares on July 21, 2026. The filing shows 51,798 shares were converted from RSUs (two separate derivative conversions of 30,886 and 20,912 shares). To cover tax obligations tied to accelerated vesting related to his transition to a non‑employee director, the issuer repurchased/withheld 87,891 shares at $56.66 per share, producing roughly $4.98 million. Separately, Prosky was granted 2,594 restricted shares on July 21, 2026 that vest on June 24, 2027.
• These transactions are routine vesting and tax‑withholding actions tied to his transition (previously disclosed in the company’s July 8-K), not open‑market buys or voluntary sales.

Key Details

• Transaction date: July 21, 2026; Form 4 filed July 22, 2026 (timely).
• Conversions (code M): 30,886 and 20,912 RSUs converted into common shares (total 51,798).
• Tax withholding/repurchase (code F): 59,945 + 16,663 + 11,283 = 87,891 shares withheld at $56.66 per share; proceeds ≈ $4.98M.
• Grant (code A): 2,594 restricted common shares granted on July 21, 2026; vesting June 24, 2027.
• Filing notes: Vesting and withholding relate to accelerated vesting due to Prosky’s transition to non‑employee director (see Form 8‑K referenced in the filing). The filing identifies certain shares held in a family trust; the filing does not state total shares owned after these transactions in the provided summary.
• Transaction codes: M = derivative exercise/conversion (RSU → stock); F = tax withholding/issuer repurchase; A = grant/award.

Context

• This was not an open‑market sale or purchase; the large share movement reflects RSU vesting and tax withholding (a cashless/withholding settlement), which is common when equity awards vest. The 2,594 restricted shares are newly granted and remain subject to vesting rules.