WELLTOWER INC. — Director's Dealing 2021

Jan 5, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WELLTOWER INC. (WELL)
CIK: 0000766704
Period of Report: 2020-12-31

Reporting Person: Mcqueen Matthew Grant (EVP, Gen.Counsel & Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-12-31	Common Stock	M	1889	$0.00	Acquired	22790	Direct
2020-12-31	Common Stock	F	684	$64.62	Disposed	22106	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-12-31	Deferred Stock Units	$0.00	M	1889	Disposed	2020-12-31	Common (1889)	Direct

Footnotes

F1: Shares withheld upon vesting to satisfy tax withholding obligation.

F2: These deferred stock units were granted without cash consideration on August 1, 2017, under the Welltower Inc. 2016 Long-Term Incentive Plan. Each deferred stock unit represents a right to receive one share of common stock of Welltower Inc. at the time of vesting of the unit. These deferred stock units vest in two installments with 1,892 units having vested on February 14, 2020 and 1,889 units having vested on December 31, 2020.

F3: The reported transaction was a vesting of 1,889 deferred stock units on December 31, 2020, resulting in the issuance of 1,889 shares of common stock. No amount was payable in connection with the vesting or the common stock issuance.