Timothy McHugh - Feb 15, 2022 Form 4 Insider Report for WELLTOWER INC. (WELL)

Role: EVP - Chief Financial Officer
Signature: By: Matthew McQueen Attorney-in-Fact for: Timothy McHugh
Stock symbol: WELL
Transactions as of: Feb 15, 2022
Transactions value $: -$761,443
Form type: 4
Date filed: 2/17/2022, 05:02 PM
Previous filing: Jan 18, 2022
Next filing: Dec 21, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	WELL	Common Stock	Options Exercise	$0	+3.82K	+10.85%	$0.00	39K	Feb 15, 2022	Direct
transaction	WELL	Common Stock	Tax liability	-$171K	-2.11K	-5.41%	$81.16	36.9K	Feb 15, 2022	Direct	F1
transaction	WELL	Common Stock	Options Exercise	$0	+13.1K	+35.63%	$0.00	50K	Feb 15, 2022	Direct
transaction	WELL	Common Stock	Tax liability	-$590K	-7.27K	-14.53%	$81.16	42.8K	Feb 15, 2022	Direct	F1
holding	WELL	Common Stock						26	Feb 15, 2022	By Children	F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	WELL	Deferred Stock Units	Options Exercise	$0	-3.82K	-100%	$0.00^*	0	Feb 15, 2022	Common	3.82K	$0.00	Direct	F3, F4
transaction	WELL	Deferred Stock Units	Options Exercise	$0	-13.1K	-100%	$0.00^*	0	Feb 15, 2022	Common	13.1K	$0.00	Direct	F5, F6

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Shares withheld upon vesting to satisfy tax withholding obligation.
F2	The reporting person disclaims beneficial ownership of the shares owned by children who share the reporting person's household. This report should not be deemed an admission that the reporting person is the beneficial owner of such shares for purposes of Section 16 for any other purpose.
F3	These deferred stock units were granted without cash consideration on February 14, 2019, 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. The deferred stock units vested on February 15, 2022.
F4	The reported transaction was a vesting of 3,818 deferred stock units on February 15, 2022, resulting in the issuance of 3,818 shares of common stock. No amount was payable in connection with the vesting or the common stock issuance.
F5	These deferred stock units were granted without cash consideration on September 4, 2019, 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. The deferred stock units vested on February 15, 2022.
F6	The reported transaction was a vesting of 13,146 deferred stock units on February 15, 2022, resulting in the issuance of 13,146 shares of common stock. No amount was payable in connection with the vesting or the common stock issuance.