Home/Filings/4/0001209191-23-001935
4//SEC Filing

HAWKINS PHILIP L 4

Accession 0001209191-23-001935

CIK 0000766704other

Filed

Jan 4, 7:00 PM ET

Accepted

Jan 5, 5:02 PM ET

Size

9.1 KB

Accession

0001209191-23-001935

Insider Transaction Report

Form 4
Period: 2023-01-04
Transactions
  • Award

    LTIP Units

    2023-01-04+6,3686,368 total
    Common (6,368 underlying)
  • Award

    Other Stock Units

    2023-01-04+6,3686,368 total
    Common (6,368 underlying)
Footnotes (2)
  • [F1]Represents 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 were granted in exchange for the cancelation of certain restricted stock units previously granted to the reporting person that provided for time-based vesting (the "Canceled RSUs"). The vesting schedule for each LTIP Unit is the same as the vesting schedule for the corresponding Canceled RSU. Upon vesting, the LTIP Units are convertible at the reporting person's election into vested 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, of the Issuer ("Common Shares") 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 Welltower Inc. 2022 Long-Term Incentive Plan (the "2022 Plan"). The award of the 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.

Issuer

WELLTOWER INC.

CIK 0000766704

Entity typeother

Related Parties

1
  • filerCIK 0001234375

Filing Metadata

Form type
4
Filed
Jan 4, 7:00 PM ET
Accepted
Jan 5, 5:02 PM ET
Size
9.1 KB