Danny Prosky - Oct 1, 2021 Form 4 Insider Report for American Healthcare REIT, Inc. (NONE)

Role
CEO & President, Director
Signature
/s/ DANNY PROSKY
Stock symbol
NONE
Transactions as of
Oct 1, 2021
Transactions value $
-$381,929
Form type
4
Date filed
10/5/2021, 09:26 PM
Next filing
Oct 4, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction NONE Class I Common Stock Award +205K +173.43% 324K Oct 1, 2021 By Danny and Zohar Prosky Family Rev Trust UA DTD 08/16/2011 F1, F2
transaction NONE Class I Common Stock Award +20.6K 20.6K Oct 1, 2021 Griffin-American Healthcare REIT III Advisor, LLC F1, F3
transaction NONE Class I Common Stock Other -$190K -20.6K -100% $9.22* 0 Oct 1, 2021 Griffin-American Healthcare REIT III Advisor, LLC F4
transaction NONE Class T Common Stock Other -$192K -20.8K -100% $9.22* 0 Oct 1, 2021 By Griffin-American Healthcare REIT IV Advisor, LLC F5
transaction NONE Class T Common Stock Award $0 +163K $0.00 163K Oct 4, 2021 Direct F6
holding NONE Class T Common Stock 48.3K Oct 1, 2021 By Danny and Zohar Prosky Family Rev Trust UA DTD 08/16/2011 F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reflects the acquisition of shares of the Issuer's common stock in connection with the merger (the "Merger") of Griffin-American Healthcare REIT III, Inc. ("GAHR III") with and into Continental Merger Sub, LLC, a wholly-owned subsidiary of American Healthcare REIT, Inc. ("AHR"). In the Merger, each share of GAHR III's common stock, par value $0.01 per share, was converted into the right to receive 0.9266 shares of the Issuer's Class I common stock, par value $0.01 per share ("AHR Class I Common Stock"). There is no established market for shares of AHR Class I Common Stock. On March 18, 2021, the board of directors of AHR approved an estimated value per share of AHR Class I Common Stock of $9.22.
F2 The reported shares of Class I common stock are held directly by Danny & Zohar Prosky Family Rev Trust UA DTD 08/16/2011, and indirectly by Danny Prosky and Zohar Prosky, Trustees.
F3 The reported shares of common stock are owned by Griffin-American Healthcare REIT III Advisor, LLC ("GAHRIII Advisor"), which is 75% owned and managed by wholly owned subsidiaries of American Healthcare Investors, LLC ("American Healthcare Investors"). Mr. Prosky serves as a managing director of American Healthcare Investors, and as such, may be deemed to be the beneficial owner of such common stock. Mr. Prosky disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
F4 In connection with the Merger, after the shares of common stock owned by GAHRIII Advisor were converted into the right to receive AHR Class I Common Stock pursuant to footnote (1) above, the shares owned by GAHRIII Advisor were then redeemed by the Issuer for $9.22 per share. GAHRIII Advisor is 75% owned and managed by wholly owned subsidiaries of American Healthcare Investors. Mr. Prosky serves as a managing director of American Healthcare Investors, and as such, may be deemed to have been the beneficial owner of such common stock. Mr. Prosky disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
F5 In connection with the Merger, the shares owned by Griffin-American Healthcare REIT IV Advisor, LLC ("GAHRIV Advisor") were redeemed by the Issuer for $9.22 per share. Mr. Prosky serves as a managing director of American Healthcare Investors, the managing member of GAHRIV Advisor, and as such, may be deemed to have been the beneficial owner of such common stock. Mr. Prosky disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
F6 The Reporting Person was granted 162,690 shares of restricted Class T common stock on October 4, 2021. The shares of restricted Class T common stock vest in three equal annual installments on October 1,2022, October 1, 2023 and October 1, 2024 (subject to continuous employment through each vesting date).
F7 The reported shares of Class T common stock are held directly by Danny & Zohar Prosky Family Rev Trust UA DTD 08/16/2011, and indirectly by Danny Prosky and Zohar Prosky, Trustees.