Ventas, Inc.·4

May 5, 5:58 PM ET

Bulgarelli Peter J. 4

4 · Ventas, Inc. · Filed May 5, 2026

Research Summary

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Ventas (VTR) EVP Peter J. Bulgarelli Withholds Shares for Taxes

What Happened
Peter J. Bulgarelli, EVP OM&R—Ventas and President & CEO-LHS, had a total of 6,214 shares withheld to satisfy tax liabilities on vested restricted stock units (RSUs) in connection with his retirement effective May 1, 2026. The withheld shares were disposed at an applicable price of $88.02 per share: 2,346 shares for $206,495; 2,372 shares for $208,783; and 1,496 shares for $131,678 — a combined value of $546,956. These transactions are tax-withholding dispositions (transaction code F), not open-market sales intended as a trading signal.

Key Details

  • Transaction date: May 1, 2026; Form 4 filed May 5, 2026 (timely filing).
  • Per-share price used: $88.02 (applicable closing price on vesting).
  • Individual withholdings: 2,346 shares ($206,495); 2,372 shares ($208,783); 1,496 shares ($131,678). Total shares withheld: 6,214; total value: $546,956.
  • Footnotes: withholdings relate to RSUs granted Jan 2, 2024 (F1), Jan 2, 2025 (F3) and Feb 11, 2026 (F4); F2 notes the closing price used.
  • Shares owned after transaction: not disclosed in the provided filing excerpt.
  • Transaction code meaning: F = shares withheld to pay taxes upon vesting (common administrative disposition).

Context

  • This was a tax-withholding action tied to RSU vesting upon retirement, effectively a cashless disposition to satisfy tax obligations. Such withholdings are routine and do not necessarily reflect the insider’s view of the stock.
  • Not an option exercise or open-market sale for investment purposes; no 10b5-1 plan or gift indicated in the disclosed items.

Insider Transaction Report

Form 4Exit
Period: 2026-05-01
Bulgarelli Peter J.
EVP OM&R-Ventas/Pres&CEO-LHS
Transactions
  • Tax Payment

    Common Stock

    [F1][F2]
    2026-05-01$88.02/sh2,346$206,495124,422 total
  • Tax Payment

    Common Stock

    [F3][F2]
    2026-05-01$88.02/sh2,372$208,783122,050 total
  • Tax Payment

    Common Stock

    [F4][F2]
    2026-05-01$88.02/sh1,496$131,678120,554 total
Footnotes (4)
  • [F1]Represents shares withheld to pay taxes on the vesting of restricted stock units granted to the Reporting Person on January 2, 2024 under the Ventas, Inc. 2022 Incentive Plan, in connection with the Reporting Person's retirement effective May 1, 2026.
  • [F2]Represents the applicable closing price per share of Issuer's common stock as of the date of the vesting.
  • [F3]Represents shares withheld to pay taxes on the vesting of restricted stock units granted to the Reporting Person on January 2, 2025 under the Ventas, Inc. 2022 Incentive Plan, in connection with the Reporting Person's retirement effective May 1, 2026.
  • [F4]Represents shares withheld to pay taxes on the vesting of restricted stock units granted to the Reporting Person on February 11, 2026 under the Ventas, Inc. 2022 Incentive Plan, in connection with the Reporting Person's retirement effective May 1, 2026.
Signature
Peter J. Bulgarelli By: /s/ Kenneth Hagan, Attorney-In-Fact|2026-05-05

Documents

1 file
  • 4
    wk-form4_1778018312.xmlPrimary

    FORM 4