SEC Form 4 · accession 0000740260-15-000064
Ventas, Inc. · VTR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
T Richard Riney
Officer — EVP, Chief Admin. Off., GC
Period of report
Feb 18, 2015
Accepted (ET)
Feb 20, 2015 · 6:07 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000740260
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 18, 2015 | M | 10,161 | $44.56 | A | 138,284 | D | |
| Common Stock | Feb 18, 2015 | M | 29,220 | $53.50 | A | 167,504 | D | |
| Common Stock | Feb 18, 2015 | S | 31,915 | $75.9975 | D | 135,589 | D | |
| Common Stock | Feb 18, 2015 | S | 7,466 | $77.0741 | D | 128,123 | D | |
| Common Stock | Feb 18, 2015 | S | 10,300 | $76.0079 | D | 2,165 | I | By Trust |
| Common Stock | Feb 18, 2015 | S | 2,165 | $77.1047 | D | 0 | I | By Trust |
| Common Stock | holding | — | — | — | 70,000 | I | By Spouse | |
| Common Stock | holding | — | — | — | 1,300 | I | By IRA |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F7 | $44.56 | Feb 18, 2015 | M | 10,161 | D | Jan 20, 2010 | Jan 20, 2020 | Common Stock | 10,161 | 0 | D |
| Stock Option (Right to Buy)F9,F8 | $53.50 | Feb 18, 2015 | M | 29,220 | D | Jan 20, 2011 | Jan 20, 2021 | Common Stock | 29,220 | 0 | D |
Explanation of responses
- F1On February 18, 2015, the Reporting Person transmitted to the Securities and Exchange Commission (the "SEC") a Form 144 covering the sale of the Issuer's common stock reported in Table I. These shares are being sold pursuant to a written non-discretionary 10b5-1(c) sales plan dated December 16, 2014 entered into by the Reporting Person.
- F2The price reported in column 4 is a weighted average price. These shares were sold by the Reporting Person in multiple transactions at prices ranging from $75.62 to $76.49, inclusive. The Reporting Person undertakes to provide Issuer, any security holder of Issuer or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (2).
- F3The price reported in column 4 is a weighted average price. These shares were sold by the Reporting Person in multiple transactions at prices ranging from $76.67 to $77.32, inclusive. The Reporting Person undertakes to provide Issuer, any security holder of Issuer or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (3).
- F4On February 18, 2015, The Riney Family Trust (the "Trust") transmitted to the SEC a Form 144 covering the sale of the Issuer's common stock reported in Table I. These shares are being sold pursuant to a written non-discretionary 10b5-1(c) sales plan dated December 16, 2014 entered into by the Trust.
- F5The price reported in column 4 is a weighted average price. These shares were sold by the Trust in multiple transactions at prices ranging from $75.68 to $76.49, inclusive. The Trust undertakes to provide Issuer, any security holder of Issuer or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (5).
- F6The price reported in column 4 is a weighted average price. These shares were sold by the Trust in multiple transactions at prices ranging from $76.86 to $77.31, inclusive. The Trust undertakes to provide Issuer, any security holder of Issuer or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (6).
- F7These options were part of a previously reported grant of 30,485 on January 20, 2010 by the Issuer to the Reporting Person that vested in three equal annual installments beginning on January 20, 2010.
- F8These options were part of a previously reported grant of 29,220 on January 20, 2011 by the Issuer to the Reporting Person that vested in three equal annual installments beginning on January 20, 2011.
- F9As of February 18, 2015, Reporting Person owns options to purchase an aggregate of 201,405 shares of Issuer's common stock.