Ventas Inc. Files Proxy Supplement for 2025 Annual Meeting

TL;DR

Ventas filed more proxy docs for the May 13th meeting - shareholders get more info to vote.

AI Summary

Ventas, Inc. filed a Definitive Additional Proxy Statement (DEFA14A) on April 16, 2025, supplementing its proxy materials for the 2025 Annual Meeting of Stockholders scheduled for May 13, 2025. This filing provides additional information to shareholders regarding the matters to be voted upon at the meeting.

Why It Matters

This filing provides shareholders with updated or additional information necessary to make informed voting decisions at the upcoming annual meeting, impacting corporate governance and strategic direction.

Risk Assessment

Risk Level: low — This is a routine proxy filing providing supplemental information, not indicating any immediate financial distress or significant new risks.

Key Numbers

• 2025 — Annual Meeting Year (The filing pertains to the 2025 Annual Meeting of Stockholders.)

Key Players & Entities

• Ventas, Inc. (company) — Registrant and filer of the proxy statement
• 0001308179-25-000454.txt (document) — Accession number for the filing
• 20250416 (date) — Filing date of the proxy statement
• May 13, 2025 (date) — Date of the 2025 Annual Meeting of Stockholders

FAQ

From the Filing

0001308179-25-000454.txt : 20250416 0001308179-25-000454.hdr.sgml : 20250416 20250416171614 ACCESSION NUMBER: 0001308179-25-000454 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 3 FILED AS OF DATE: 20250416 DATE AS OF CHANGE: 20250416 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Ventas, Inc. CENTRAL INDEX KEY: 0000740260 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] ORGANIZATION NAME: 05 Real Estate & Construction EIN: 611055020 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: 1934 Act SEC FILE NUMBER: 001-10989 FILM NUMBER: 25843578 BUSINESS ADDRESS: STREET 1: 300 N LASALLE STREET STREET 2: SUITE 1600 CITY: CHICAGO STATE: IL ZIP: 60654 BUSINESS PHONE: 3126603800 MAIL ADDRESS: STREET 1: 300 N LASALLE STREET STREET 2: SUITE 1600 CITY: CHICAGO STATE: IL ZIP: 60654 FORMER COMPANY: FORMER CONFORMED NAME: VENTAS INC DATE OF NAME CHANGE: 19980507 DEFA14A 1 vtr013361-defa14a.htm DEFINITIVE ADDITIONAL PROXY SOLICITING MATERIALS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 þ Filed by the Registrant o Filed by a party other than the Registrant CHECK THE APPROPRIATE BOX: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement þ Definitive Additional Materials o Soliciting Material under §240.14a-12 Ventas, Inc. (Name of Registrant as Specified In Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) PAYMENT OF FILING FEE (CHECK ALL BOXES THAT APPLY): þ No fee required o Fee paid previously with preliminary materials o Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11 Supplement to the Proxy Statement for the 2025 Annual Meeting of Stockholders to be held May 13, 2025 This supplement, dated April 16, 2025 (this "Supplement"), supplements the definitive proxy statement of Ventas, Inc., a Delaware corporation (the "Company," "we," "us," "our" and similar terms), dated April 1, 2025 (the "Proxy Statement"), and is furnished to the Company's stockholders in connection with the solicitation of proxies on behalf of the Board of Directors of the Company (the "Board") for the Company's 2025 Annual Meeting of Stockholders to be held on May 13, 2025, or any postponement or adjournment thereof (the "2025 Annual Meeting"). This Supplement is being filed with the Securities and Exchange Commission and is first being made available to the Company's stockholders on or about April 16, 2025. Except to the extent described in this Supplement, none of the items or information contained in the Proxy Statement is affected by this Supplement. This Supplement does not provide all of the information that is important to your voting decisions at the 2025 Annual Meeting. The Proxy Statement contains other important additional information. We encourage you to carefully read this Supplement together with the Proxy Statement in their entirety. THE PROXY STATEMENT CONTAINS IMPORTANT INFORMATION AND THIS SUPPLEMENT SHOULD BE READ IN CONJUNCTION WITH THE PROXY STATEMENT. This Supplement updates, and to the extent inconsistent therewith, supersedes, the disclosure in the Proxy Statement to reflect that the New York Stock Exchange ("NYSE") notified the Company of its determination that Proposal 4 of the Proxy Statement, which seeks stockholder approval of an amendment to the Amended and Restated Certificate of Incorporation of Ventas, Inc. to increase the number of authorized shares of common stock, is a "routine" matter eligible for discretionary voting by brokers and other nominees under the NYSE rules. Pursuant to the NYSE rules, if you hold your shares through a broker or other nominee (i.e. in "street name") and do not instruct such broker or other nominee on how to vote your shares