PEAY BRIAN 4

What Happened Brian Peay, Chief Financial Officer of American Healthcare REIT (AHR), had 21,922 restricted stock units (RSUs) vest on March 25, 2026 (13,727 from a 2024 award and 8,195 from a 2025 award). Of the vested shares, 11,155 shares were withheld by the company to satisfy the Reporting Person's tax obligations at an implied value of $48.25 per share, totaling $538,229 (two withholdings: 6,985 shares = $337,026; 4,170 shares = $201,203). After withholding, the net shares delivered to Mr. Peay were 10,767. On the same date the company granted Mr. Peay 15,114 new time-based RSUs that vest in equal installments over 2027–2029.

Key Details

• Transaction date: March 25, 2026; Form 4 filed March 27, 2026 (appears timely).
• Vesting/conversion: 21,922 RSUs converted to common shares (codes M — exercise/conversion of derivative/RSU).
• Tax withholding: 11,155 shares withheld (code F) at $48.25 per share; total tax withholding ~$538,229.
• New award: 15,114 time-based RSUs granted on March 25, 2026 (code A); vest ratably March 10, 2027–2029 (per footnote F6).
• Ownership: Reported common stock is held by the Brian and Kristen Peay 2007 Trust (indirectly by Mr. Peay and spouse) (footnote F3).
• Footnotes of note: RSUs convert 1-for-1 to common stock (F1); the withholding was to satisfy tax obligations on RSU vesting (F2); vesting schedules shown for prior awards (F4, F5).

Context This filing reflects standard executive equity mechanics: RSUs vested and converted into shares, the company withheld a portion of those shares to cover taxes (a common, non‑market sale cashless withholding), and the executive received a new RSU award that vests in future years. These actions are administrative and do not necessarily indicate a buy or sell decision in the open market.