Adam G. Mabry - Feb 1, 2024 Form 4 Insider Report for HEALTHPEAK PROPERTIES, INC. (PEAK)

Role: CIO
Signature: Carol Samaan, VP, Legal (Attorney-In-Fact)
Stock symbol: PEAK
Transactions as of: Feb 1, 2024
Transactions value $: $0
Form type: 4
Date filed: 2/5/2024, 07:08 PM
Previous filing: Feb 16, 2023

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	PEAK	LTIP Units	Award		+13.8K			13.8K	Feb 1, 2024	Common Stock	13.8K		Direct	F1, F2

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

Explanation of Responses:

Id	Content
F1	Represents a class of units of membership interests in Healthpeak OP, LLC, a Maryland limited liability company ("Healthpeak OP"), the operating subsidiary of the Issuer, designated as LTIP Units ("LTIP Units") intended to qualify as profits interests for U.S. federal income tax purposes. LTIP Units do not have an expiration date. Upon achieving equivalent capital account balance per unit and any applicable vesting conditions, the LTIP Units are convertible at the election of the holder into common unit membership interests in Healthpeak OP (the "OP Units"). The OP Units are redeemable, at the election of the holder, for cash equal to the fair market value of one share of the Issuer's Common Stock or, at the option of Healthpeak OP, convertible to shares of the Issuer's Common Stock on a one-for-one basis, and have no expiration date.
F2	Represents earned performance-based LTIP Units previously granted to the reporting person on February 15, 2023. The performance condition applicable to this award was determined to have been satisfied by the Issuer's Compensation and Human Capital Committee (the "Committee") on February 1, 2024 (the "Determination Date"), resulting in the LTIP Units shown being earned. These LTIP Units vest in one-third (1/3) increments on each of the first, second and third anniversaries of the grant date, subject to the reporting person's continued employment through the applicable vesting date.

Content

Represents a class of units of membership interests in Healthpeak OP, LLC, a Maryland limited liability company ("Healthpeak OP"), the operating subsidiary of the Issuer, designated as LTIP Units ("LTIP Units") intended to qualify as profits interests for U.S. federal income tax purposes. LTIP Units do not have an expiration date. Upon achieving equivalent capital account balance per unit and any applicable vesting conditions, the LTIP Units are convertible at the election of the holder into common unit membership interests in Healthpeak OP (the "OP Units"). The OP Units are redeemable, at the election of the holder, for cash equal to the fair market value of one share of the Issuer's Common Stock or, at the option of Healthpeak OP, convertible to shares of the Issuer's Common Stock on a one-for-one basis, and have no expiration date.

Represents earned performance-based LTIP Units previously granted to the reporting person on February 15, 2023. The performance condition applicable to this award was determined to have been satisfied by the Issuer's Compensation and Human Capital Committee (the "Committee") on February 1, 2024 (the "Determination Date"), resulting in the LTIP Units shown being earned. These LTIP Units vest in one-third (1/3) increments on each of the first, second and third anniversaries of the grant date, subject to the reporting person's continued employment through the applicable vesting date.

Remarks:

Exhibit List: Exhibit 24 - Power of Attorney