Ventas, Inc. — Director's Dealing 2016

Jan 29, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VENTAS INC (VTR)
CIK: 0000740260
Period of Report: 2016-01-27

Reporting Person: CAFARO DEBRA A (Director, Chairman and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-01-27	Common Stock	A	54259	—	Acquired	584940	Direct
2016-01-27	Common Stock	F	8265	$53.79	Disposed	576675	Direct
2016-01-29	Common Stock	F	10644	$55.32	Disposed	566031	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-01-27	Stock Option (Right to Buy)	$53.79	A	123870	Acquired	2026-01-27	Common Stock (123870.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	5000	Indirect

Footnotes

F1: Restricted stock granted by Issuer pursuant to the Ventas, Inc. 2012 Incentive Plan (the "Plan"). This restricted stock vests in three equal annual installments beginning on the date of the grant.

F2: Represents shares withheld to pay the taxes on the vesting of restricted stock granted on January 27, 2016 under the Plan.

F3: Represents shares withheld to pay the taxes on the vesting of restricted stock granted on January 29, 2014 under the Plan.

F4: Reporting Person disclaims beneficial ownership of these 5,000 shares except to the extent of the Reporting Person's pecuniary interest in the shares.

F5: Stock options granted by Issuer pursuant to the Plan.

F6: These options vest in three equal annual installments beginning on the date of the grant.