SEC Form 4 · accession 0001209191-15-005156
WELLTOWER INC. · WELL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Charles J Herman Jr.
Officer — EVP/Pres, Srs. Hous/Post Acute
Period of report
Jan 15, 2015
Accepted (ET)
Jan 20, 2015 · 5:02 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000766704
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Jan 15, 2015 | F | 5,512 | $83.17 | D | 47,463 | D | |
| Common Stock | Jan 16, 2015 | M | 5,184 | $37.00 | A | 52,647 | D | |
| Common Stock | Jan 16, 2015 | M | 7,200 | $43.29 | A | 59,847 | D | |
| Common Stock | Jan 16, 2015 | M | 7,988 | $49.17 | A | 67,835 | D | |
| Common Stock | Jan 16, 2015 | S | 20,372 | $83.2672 | D | 47,463 | D | |
| Common StockF2 | holding | — | — | — | 32,247 | I | LLC |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Option (Right to Buy)F4,F3 | $37.00 | Jan 16, 2015 | M | 5,184 | D | Jan 15, 2014 | Jan 29, 2019 | Common | 5,184 | 0 | D |
| Option (Right to Buy)F6,F5 | $43.29 | Jan 16, 2015 | M | 7,200 | D | Jan 15, 2014 | Jan 28, 2020 | Common | 9,510 | 2,310 | D |
| Option (Right to BuyF6,F7 | $49.17 | Jan 16, 2015 | M | 7,988 | D | Jan 15, 2014 | Jan 27, 2021 | Common | 11,982 | 3,994 | D |
Explanation of responses
- F1The shares covered by this Form 4 have been sold pursuant to a Rule 10b5-1 Sales Plan dated December 16, 2014.
- F2The shares are held by an Ohio limited liability company for which the reporting person is the sole manager and, as trustee for a revocable trust of the reporting person, the sole member.
- F3Options for the purchase of 39,434 shares of common stock at $37.00 per share were granted to Mr. Herman on January 29, 2009, which grant has previously been reported. The partial exercise of these options for the purchase of 34,250 shares has previously been reported. Of the remaining options, options for the purchase of 5,184 shares vested on January 15, 2014.
- F4The options were granted under the Health Care REIT, Inc. 2005 Long-Term Incentive Plan and had no acquisition price.
- F5Options for the purchase of 23,776 shares of common stock were granted to Mr. Herman on January 28, 2010, which grant has previously been reported. The partial exercise of these options for the purchase of 14,266 shares has previsouly been reported. Of the remaining options, options for the purchase of 4,755 shares vested on January 15 of each of 2014 and 2015.
- F6The options were granted under the Amended and Restated Health Care REIT, Inc. 2005 Long-Term Incentive Plan and had no acquisition price.
- F7Options for the purchase of 19,971 shares of common stock were granted to Mr. Herman on January 27, 2011, which grant has previously been reported. The partial exercise of these options for the purchase of 7,989 shares has previously been reported. Of the remaining options, options for the purchase of 3,994 shares vested on January 15 of each of 2014 and 2015 and options for the purchase of 3,994 shares will vest on January 15, 2016.