Form 4: Ventas Executive Sells Shares Under 10b5-1 Plan
Insider Transaction Report
Ventas EVP Peter J. Bulgarelli sold 5,000 shares of common stock in November 2025 through a pre-arranged 10b5-1 trading plan.
Summary
- Peter J. Bulgarelli, Executive Vice President of Operations, Management & Reinvestment for Ventas, Inc. and President & CEO of LHS, reported sales of Ventas, Inc. common stock.
- On November 18, 2025, 2,771 shares were sold at a weighted average price of $80.0074 per share, with individual transaction prices ranging from $79.99 to $80.20.
- On November 19, 2025, an additional 2,229 shares were sold at a weighted average price of $80.0827 per share, with individual transaction prices ranging from $79.99 to $80.2441.
- These transactions were executed pursuant to a Rule 10b5-1 trading plan established by Mr. Bulgarelli on February 20, 2025.
- Following these sales, Mr. Bulgarelli beneficially owns 106,488 shares of Ventas, Inc. common stock.
Sentiment
Score: 5
Explanation: The filing reports routine insider stock sales executed under a pre-arranged 10b5-1 trading plan, which is a common practice for executives and does not inherently signal positive or negative company performance.
Positives
- The sales were conducted under a Rule 10b5-1 trading plan, indicating pre-planned transactions and reducing concerns about opportunistic insider selling based on non-public information.
Negatives
- Insider selling, even under a 10b5-1 plan, reduces the executive's direct equity stake in the company.
Future Outlook
Not applicable. This filing reports past insider transactions and does not contain forward-looking statements or guidance.
Industry Context
Ventas, Inc. (VTR) operates as a real estate investment trust (REIT) primarily focused on healthcare properties. Insider transactions like this are routine for executives in publicly traded companies across all sectors, including REITs, often for personal financial planning or diversification.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Adoption of 10b5-1 Trading Plan | Peter J. Bulgarelli entered into a Rule 10b5-1 trading plan on February 20, 2025, which pre-arranges the sale of company equity securities. | 02/20/2025 | This plan provides an affirmative defense against insider trading allegations by scheduling transactions in advance, demonstrating adherence to corporate governance best practices regarding insider stock sales. |
Stakeholder Impact
- Shareholders: Minor impact. The sale represents a small fraction of the company's outstanding shares and was pre-planned, reducing concerns about market timing or a reaction to new material non-public information.
Key Dates
| Date | Description |
|---|---|
| 02/20/2025 | Reporting Person entered into a Rule 10b5-1 trading plan. |
| 11/18/2025 | Sale of 2,771 shares of common stock by Peter J. Bulgarelli. |
| 11/19/2025 | Sale of 2,229 shares of common stock by Peter J. Bulgarelli. |
| 11/20/2025 | Date of Form 4 filing. |
Keywords
Ventas, VTR, Peter J. Bulgarelli, insider trading, stock sale, 10b5-1 plan, executive compensation, common stock, SEC Form 4
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