Ventas, Inc. — Director's Dealing 2012

Aug 1, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VENTAS INC (VTR)
CIK: 0000740260
Period of Report: 2012-07-30

Reporting Person: Brehl Robert J (Chief Acct. Off. & Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-07-30	Common Stock	M	5000	$32.78	Acquired	29121.501	Direct
2012-07-30	Common Stock	M	7936	$41.54	Acquired	37057.501	Direct
2012-07-30	Common Stock	M	7764	$21.57	Acquired	44821.501	Direct
2012-07-30	Common Stock	S	20700	$67.4229	Disposed	24412.744	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-07-30	Stock Option (Right to Buy)	$32.78	M	5000	Disposed	2016-01-03	Common Stock (5000)	Direct
2012-07-30	Stock Option (Right to Buy)	$41.54	M	7936	Disposed	2018-01-22	Common Stock (7936)	Direct
2012-07-30	Stock Option (Right to Buy)	$21.57	M	7764	Disposed	2019-02-27	Common Stock (7764)	Direct

Footnotes

F1: On July 30, 2012, 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 1. The 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 $67.32 to $67.46, 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 (1).

F2: Includes 174.505 shares acquired on March 29, 2012 and June 29, 2012 under the Ventas, Inc. Distribution Reinvestment and Stock Purchase Plan.

F3: Includes 116.738 shares acquired between March 13, 2012 and July 31, 2012 under the Ventas Employee and Director Stock Purchase Plan.

F4: These options were part of a previously reported grant of 5,000 on January 3, 2006 by the Issuer to the Reporting Person that vested in three equal annual installments beginning on January 3, 2007.

F5: These options were part of a previously reported grant of 7,936 on January 22, 2008 by the Issuer to the Reporting Person that vested in three equal annual installments beginning on January 22, 2008.

F6: These options were part of a previously reported grant of 7,764 on February 27, 2009 by the Issuer to the Reporting Person that vested in three equal annual installments beginning on February 27, 2009.

F7: Represents total number of unexercised stock options held by the Reporting Person as of July 30, 2012.