Ventas, Inc. — Director's Dealing 2017

Jan 20, 2017

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VENTAS INC (VTR)
CIK: 0000740260
Period of Report: 2017-01-18

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

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2017-01-18	Common Stock	A	85108	—	Acquired	634532	Direct
2017-01-18	Common Stock	F	10646	$62.22	Disposed	623886	Direct
2017-01-18	Common Stock	A	49983	—	Acquired	673869	Direct
2017-01-18	Common Stock	A	64288	—	Acquired	738157	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2017-01-18	Stock Option (Right to Buy)	$62.22	A	673079	Acquired	2027-01-18	Common Stock (673079.0)	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 18, 2017 under the Plan.

F3: Restricted stock units granted by Issuer pursuant to the Plan. Such units are payable solely in common stock and subject to the terms and conditions of the Plan. The restricted stock units vest in three equal annual installments beginning on the first anniversary of the date of the grant.

F4: Restricted stock units granted by Issuer pursuant to the Plan. Such units are payable solely in common stock and subject to the terms of the Plan. The restricted stock units vest one-third on the first anniversary of the date of grant and two-thirds on the second anniversary of the date of grant.

F5: Reporting Person disclaims beneficial ownership of these 5,000 shares except to the extent of the Reporting Person's pecuniary interest in the shares.

F6: Stock options granted by Issuer pursuant to the Plan.

F7: These options vest in three equal annual installments beginning on the date of the grant.