Form 4: American Healthcare REIT Director Jeffrey T. Hanson Receives Restricted Stock Grant Upon Re-election

Jeffrey T. Hanson, a Director and Non-Executive Chairman of American Healthcare REIT, Inc., was granted 3,042 shares of restricted common stock following his re-election to the board.

Summary

• Jeffrey T. Hanson, a Director and Non-Executive Chairman of American Healthcare REIT, Inc. (AHR), was granted 3,042 shares of restricted common stock.
• The grant occurred on June 25, 2025, immediately following his re-election to the company's board of directors.
• These restricted shares will vest on June 25, 2026.
• Following this transaction, Mr. Hanson's direct beneficial ownership of common stock is 41,808 shares.
• His indirect beneficial ownership includes 54,778 shares held by the Hanson Family Trust, 5,552 shares by April L. Hanson IRA, 2,515 shares by Crescentridge 401K Plan, 16,720 shares by Defined Benefit Pension Plan, 729 shares by Spouse's Crescentridge 401K Plan, and 4,869 shares by JTH Holdings LLC DBPP.
• Mr. Hanson has also clarified that he will no longer report securities held by NCT-107, LLC, a charitable foundation, as he has no direct or indirect pecuniary interest in those holdings.

Sentiment

Score: 6

Explanation: The document reports a routine insider transaction (stock grant) as part of director compensation, which is generally a neutral to slightly positive event as it aligns insider interests with shareholders. There are no negative implications or unexpected events reported.

Positives

• Jeffrey T. Hanson's re-election as a director indicates continued confidence in his role.
• The grant of 3,042 shares of restricted common stock aligns Mr. Hanson's interests with those of shareholders.

Future Outlook

The 3,042 shares of restricted common stock granted to Jeffrey T. Hanson are scheduled to vest on June 25, 2026.

Management Comments

• "Upon his re-election as a director to the board of directors of the Issuer on June 25, 2025, the Reporting Person was granted 3,042 shares of restricted common stock on June 25, 2025."
• "The reported shares of restricted common stock vest on June 25, 2026."
• "Mr. Hanson previously included in his Section 16 reports securities held directly by NCT-107, LLC, a charitable foundation. However, Mr. Hanson has no direct or indirect pecuniary interest (as such term is defined in Rule 16a-1(a)(2) under the Securities Exchange Act of 1934, as amended) in the securities held directly by NCT-107, LLC and, accordingly, has no obligation to report such securities in his Section 16 reports. As such, effective with this Form 4, Mr. Hanson is no longer reporting any of the securities held directly by NCT-107, LLC in his Section 16 reports."

Industry Context

SEC Form 4 filings are standard disclosures for changes in beneficial ownership by company insiders, such as directors and officers. The grant of restricted stock upon re-election is a common form of director compensation, aligning their interests with long-term shareholder value.

Comparison to Industry Standards

• The grant of restricted stock as part of director compensation is a widely adopted practice across various industries, including the real estate investment trust (REIT) sector.
• This method is consistent with corporate governance best practices aimed at aligning the interests of directors with those of shareholders by providing equity-based incentives.
• While specific comparable companies or projects are not detailed in this Form 4, the mechanism of granting restricted stock upon re-election is a standard component of compensation packages for non-executive directors in publicly traded companies.

Corporate Governance

Related Party Transactions

• Indirect beneficial ownership through the Jeffrey T Hanson and April L Hanson Family Trust dated 06/14/2005.
• Indirect beneficial ownership through April L. Hanson IRA.
• Indirect beneficial ownership through Spouse's Crescentridge Inc. 401(k) plan.

Stakeholder Impact

• Shareholders: The grant of restricted stock aligns the interests of Director Jeffrey T. Hanson with shareholders, as his compensation is tied to the company's stock performance. There is a minor potential for dilution from the new shares, but this is typical for equity compensation.
• Management/Directors: The re-election and stock grant serve as compensation and incentive for continued service and performance.

Next Steps

• Vesting of the 3,042 restricted common shares on June 25, 2026.

Key Dates

Keywords

American Healthcare REIT, AHR, SEC Form 4, Insider Transaction, Stock Grant, Director Compensation, Restricted Stock, Jeffrey T Hanson, Corporate Governance