Timothy McHugh - 13 Feb 2026 Form 4 Insider Report for WELLTOWER INC. (WELL)

Reporting relationship: Co-President and CFO
Issuer ticker: WELL
Reported as of: 13 Feb 2026
Net transaction value: $0
SEC form: 4
Accepted by SEC: 18 Feb 2026, 16:50:25 UTC
Prior SEC filing: 16 Dec 2025
Next SEC filing: 01 Jun 2026
Source filing: View source filing
Reporting owner signature: By: Matthew G. McQueen, Attorney-in-Fact For: Timothy G. McHugh

Key filing fact

Timothy McHugh filed Form 4 for WELLTOWER INC. (WELL) on 18 Feb 2026.

Key facts

This page summarizes Timothy McHugh's Form 4 filing for WELLTOWER INC. (WELL).
3 reported transactions and 3 derivative rows are listed below.
Accepted by SEC: 18 Feb 2026, 16:50.

Change

Previous filing in this sequence was filed on 16 Dec 2025.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reporting Owners (1)

CIK 0001786887 Primary reporting owner

McHugh Timothy

Relationship: Co-President and CFO
Address: 4500 DORR STREET, TOLEDO
Signature: By: Matthew G. McQueen, Attorney-in-Fact For: Timothy G. McHugh
Signature date: 18 Feb 2026

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

WELL transaction Derivative

LTIP Units

Award

Transaction value
Shares: +75,264
Change %
Price
Shares after: 75,264
Date: 13 Feb 2026
Ownership: Direct
Underlying class: Common
Underlying amount: 75,264
Exercise price
Footnotes: F1, F2

WELL transaction Derivative

LTIP Units

Award

Transaction value
Shares: +131,332
Change %
Price
Shares after: 131,332
Date: 13 Feb 2026
Ownership: Direct
Underlying class: Common
Underlying amount: 131,332
Exercise price
Footnotes: F3, F4

WELL transaction Derivative

Other Stock Units

Award

Transaction value
Shares: +206,596
Change %
Price
Shares after: 206,596
Date: 13 Feb 2026
Ownership: Direct
Underlying class: Common
Underlying amount: 206,596
Exercise price
Footnotes: F5

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Explanation of responses 5 footnotes

Footnote F1

This award of membership interests in Welltower OP LLC ("Welltower OP"), a subsidiary of Welltower Inc. (the "Issuer"), designated as LTIP Units ("LTIP Units"), was originally granted without cash consideration to the reporting person on February 23, 2023. LTIP Units are intended to qualify as profits interests for US federal income tax purposes and, once both (1) vested and (2) possessing a per unit capital account balance equal to a Class A Common Unit of Welltower OP (an "OP Unit"), are convertible into OP Units, which OP Units may be exchanged by the reporting person for shares of common stock, par value $1.00 per share ("Common Shares") of the Issuer or the equivalent cash value of Common Shares, as determined by the Issuer.

Footnote F2

The reported transaction was a vesting of 75,264 LTIP Units on February 13, 2026, which were automatically converted into the same number of OP Units. No amount was payable in connection with the vesting of the LTIP Units or the Other Stock Units or the conversion of the LTIP Units into OP Units.

Footnote F3

These LTIP Units were originally granted without cash consideration to the reporting person on January 17, 2022 in the form of performance-based restricted stock units ("PSUs") of the Issuer. On January 3, 2023, at the election of the reporting person, the PSUs were converted into LTIP Units.

Footnote F4

The reported transaction was a vesting of 131,332 LTIP Units on February 13, 2026, which were automatically converted into the same number of OP Units. No amount was payable in connection with the vesting of the LTIP Units or the Other Stock Units or the conversion of the LTIP Units into OP Units.

Footnote F5

Solely in order to reserve Common Shares to satisfy any exchange in respect of OP Units as contemplated herein that might occur in the future, the reporting person also received awards of Other Stock Units under the Welltower Inc. 2022 Long-Term Incentive Plan (the "2022 Plan") that were deemed vested upon the vesting of the LTIP Units described above. The awards of Other Stock Units provide the reporting person with the ability to acquire Common Shares under the 2022 Plan only through the exchange of OP Units for those shares and in no other manner. Upon the exchange of OP Units for Common Shares, the reporting person will relinquish all rights to the exchanged OP Units. Any Other Stock Units that may be remaining after all OP Units have been exchanged will be immediately canceled for no consideration.