Ventas, Inc. — Director's Dealing 2011

May 16, 2011

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VENTAS INC (VTR)
CIK: 0000740260
Period of Report: 2011-05-13

Reporting Person: LUSTIG MATTHEW J (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2011-05-13	Common Stock	A	2656	—	Acquired	2656	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2011-05-13	Stock Option (Right to Buy)	$54.15	A	3191	Acquired	2021-05-13	Common Stock (3191)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	24854060	Indirect

Footnotes

F1: Restricted stock granted by the Issuer pursuant to the Ventas, Inc. 2006 Stock Plan for Directors (the "Stock Plan"). This restricted stock vests in two equal annual installments beginning on the first anniversary of the date of grant.

F2: Prometheus Senior Quarters LLC ("Prometheus"), a Delaware limited liability company, Lazard Senior Housing Partners LP ("LSHP"), a Delaware limited partnership, and LSHP Coinvestment Partnership I LP ("LSHP Coinvest"), a Delaware limited partnership, collectively, may be deemed to beneficially own 24,854,060 shares of Issuer's common stock. The Managing Members of Prometheus are LFSRI II-CADIM Alternative Partnership L.P., LF Strategic Realty Investors II L.P. and LFSRI II Alternative Partnership L.P., each a Delaware limited partnership, and Lazard Fr?res Real Estate Investors L.L.C. ("LFREI"), a New York limited liability company, is the general partner of each such limited partnership. Lazard Senior Housing Partners GP LLC ("LSHP GP"), a Delaware limited liability company, is the general partner of LSHP. LSHP Coinvestment I GP LLC ("LSHP Coinvest GP"), a Delaware limited liability company, is the general partner of LSHP Coinvest.

F3: [Continued from previous] Lazard Alternative Investments LLC ("LAI"), a Delaware limited liability company, is the managing member of each of LFREI, LSHP GP and LSHP Coinvest GP. In his capacity as Managing Director of LAI, Managing Principal of LFREI and Managing Principal and Chief Executive Officer of each of LSHP GP and LSHP Coinvest GP, Mr. Lustig may be deemed to be the beneficial owner of the securities reported herein. Mr. Lustig expressly disclaims beneficial ownership of the securities reported herein, except to the extent of his pecuniary interest therein, if any.

F4: Options to purchase 3,191 shares of Issuer's common stock having an exercise price of $54.15 that were granted by the Issuer pursuant to the Stock Plan and vest one-half on the date of grant and one-half on the first anniversary of the date of grant.

F5: Represents total number of unexercised options to purchase shares of Issuer's common stock held by Mr. Lustig as of May 16, 2011.