SEC Form 4 · accession 0000740260-16-000295
Ventas, Inc. · VTR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John D. Cobb
Officer — EVP, Chief Investment Off.
Period of report
Aug 2, 2016
Accepted (ET)
Aug 4, 2016 · 4:37 pm EDT
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 | Aug 2, 2016 | M | 8,066 | $46.62 | A | 66,256 | D | |
| Common StockF1,F2 | Aug 2, 2016 | S | 8,066 | $74.865 | D | 58,190 | D | |
| Common Stock | Aug 2, 2016 | M | 31,934 | $51.85 | A | 90,124 | D | |
| Common StockF1,F2 | Aug 2, 2016 | S | 31,934 | $74.865 | D | 58,190 | D | |
| Common StockF1,F3,F4 | Aug 2, 2016 | S | 20,000 | $75.4159 | D | 38,190 | D |
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)F5 | $46.62 | Aug 2, 2016 | M | 8,066 | A | Mar 9, 2013 | Mar 9, 2022 | Common Stock | 8,066 | 228,055 | D |
| Stock Option (Right to Buy)F6 | $51.85 | Aug 2, 2016 | M | 31,934 | A | Jan 29, 2014 | Jan 29, 2024 | Common Stock | 31,934 | 196,121 | D |
| Stock Option (Right to Buy)F7,F8 | $73.71 | Aug 3, 2016 | A | 31,004 | A | Aug 3, 2016 | Aug 3, 2026 | Common Stock | 31,004 | 227,125 | D |
Explanation of responses
- F1On August 2, 2016, 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.
- 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 $74.32 to $75.26, 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 $75.26 to $76.20, 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).
- F4Includes 4,481 shares that are held jointly with spouse.
- F5These options were part of a previously reported grant by the Issuer to the Reporting Person which vested in three equal annual installments beginning March 9, 2013.
- F6These options were part of a previously reported grant by the Issuer to the Reporting Person which vested in three equal annual installments beginning January 29, 2014.
- F7Stock options granted by Issuer pursuant to the Ventas, Inc. 2012 Incentive Plan.
- F8These options vest one-third on the date of grant, one-third on January 27, 2017 and one-third on January 27, 2018.