Sec Form 4 Filing - Brehl Robert J @ VENTAS INC - 2013-03-08

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Brehl Robert J
2. Issuer Name and Ticker or Trading Symbol
VENTAS INC [ VTR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Acct. Off. & Controller
(Last) (First) (Middle)
10350 ORMSBY PARK PLACE, SUITE 300
3. Date of Earliest Transaction (MM/DD/YY)
03/08/2013
(Street)
LOUISVILLE,, KY40223
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 03/08/2013 A 1,975 ( 1 ) A $ 0 26,331.101 D
Common Stock 03/09/2013 F 186 ( 2 ) D $ 70.34 26,145.101 D
Common Stock 03/11/2013 M 3,698 A $ 44.19 29,843.101 D
Common Stock 03/11/2013 M 2,987 A $ 57.19 32,830.101 D
Common Stock 03/11/2013 M 1,200 A $ 55.39 34,030.101 D
Common Stock 03/11/2013 S( 3 ) 7,885 D $ 70.4 26,166.585 ( 4 ) D
3A. Deemed Execution Date, if any (MM/DD/YY)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $ 70.34 03/08/2013 A 8,125 ( 5 ) 03/08/2014( 6 ) 03/08/2023 Common Stock 8,125 $ 0 18,410 D
Stock Option (Right to Buy) $ 44.19 03/11/2013 M 3,698 02/26/2010( 7 ) 02/26/2020 Common Stock 3,698 $ 0 14,712 D
Stock Option (Right to Buy) $ 57.19 03/11/2013 M 2,987 02/25/2011( 8 ) 02/25/2021 Common Stock 2,987 $ 0 11,725 D
Stock Option (Right to Buy) $ 55.39 03/11/2013 M 1,200 03/09/2013( 9 ) 03/09/2022 Common Stock 1,200 $ 0 10,525 ( 10 ) D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Brehl Robert J
10350 ORMSBY PARK PLACE, SUITE 300
LOUISVILLE,, KY40223
Chief Acct. Off. & Controller
Signatures
Robert J. Brehl, By: T. Richard Riney, Attorney-In-Fact 03/12/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Restricted stock granted by Issuer pursuant to the Ventas, Inc. 2012 Incentive Plan (the "Plan"). This restricted stock vests in three equal annual installments beginning on the first anniversary of the date of the grant.
( 2 )Represents shares withheld to pay the taxes on the vesting of restricted stock granted on March 9, 2012 under the Ventas, Inc. 2006 Incentive Plan.
( 3 )On March 11, 2013, the Reporting Person transmitted to the Securities and Exchange Commission a Form 144 covering the sale of the Issuer's common stock reported in Table I.
( 4 )Includes 21.484 shares acquired between February 27, 2013 and March 11, 2013 under the Ventas Employee and Director Stock Purchase Plan.
( 5 )Stock options granted by Issuer pursuant to the Plan.
( 6 )These options vest in three equal annual installments beginning on the first anniversary of the date of the grant.
( 7 )These options were part of a previously reported grant of 3,698 on February 26, 2010 by the Issuer to the Reporting Person that vested in three equal annual installments beginning on February 26, 2010.
( 8 )These options were part of a previously reported grant of 2,987 on February 25, 2011 by the Issuer to the Reporting Person that vested in three equal annual installments beginning on February 25, 2011.
( 9 )These options were part of a previously reported grant of 3,600 on March 9, 2012 by the Issuer to the Reporting Person that vested or will vest in three equal annual installments beginning on March 9, 2013.
( 10 )Represents total number of unexercised stock options held by the Reporting Person as of March 11, 2013.

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