Ventas, Inc. — Director's Dealing 2013

May 6, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VENTAS INC (VTR)
CIK: 0000740260
Period of Report: 2013-05-02

Reporting Person: LEWIS RAYMOND J (President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-05-02	Common Stock	M	61245	$53.50	Acquired	231879	Direct
2013-05-02	Common Stock	S	61245	$80.1967	Disposed	170634	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-05-02	Stock Option (Right to Buy)	$53.50	M	51037	Disposed	2021-01-20	Common Stock (51037)	Direct
2013-05-02	Stock Option (Right to Buy)	$53.50	M	10208	Disposed	2021-01-20	Common Stock (10208)	Direct

Footnotes

F1: On May 2, 2013, 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 I. 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 $80.145 to $80.31, 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: These options were part of a previously reported grant of 51,037 on January 20, 2011 by the Issuer to the Reporting Person that vested in three equal annual installments beginning on January 20, 2011.

F3: These options were part of a previously reported grant of 10,208 on March 16, 2011 by the Issuer to the Reporting Person that vested in three equal installments on March 16, 2011, January 20, 2012 and January 20, 2013.

F4: Represents total number of unexercised stock options held by the Reporting Person as of May 2, 2013.