Filing Details

Accession Number:
0001209191-11-028793
Form Type:
4
Zero Holdings:
No
Publication Time:
2011-05-16 21:58:31
Reporting Period:
2011-05-12
Filing Date:
2011-05-16
Accepted Time:
2011-05-16 21:58:31
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
740260 Ventas Inc VTR Real Estate Investment Trusts (6798) 611055020
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1042593 Lazard Freres Real Estate Investors Llc 30 Rockefeller Plaza
New York NY 10020
No No Yes No
1047605 Prometheus Senior Quarters Llc 30 Rockefeller Plaza
New York NY 10020
No No Yes No
1068296 P L Ii Investors Realty Strategic Lf 30 Rockefeller Plaza
New York NY 10020
No No Yes No
1068297 P L Partnership Alternative Cadim Ii Lfsri 30 Rockefeller Plaza
New York NY 10020
No No Yes No
1068298 P L Partnership Alternative Ii Lfsri 30 Rockefeller Plaza
New York NY 10020
No No Yes No
1333677 Lazard Senior Housing Partners Lp 30 Rockefeller Plaza
New York NY 10020
No No Yes No
1519634 Lazard Alternative Investments Holdings Llc 30 Rockefeller Plaza
New York NY 10020
No No Yes No
1519636 Lazard Senior Housing Partners Gp Llc 30 Rockefeller Plaza
New York NY 10020
No No Yes No
1519637 Lshp Coinvestment Partnership I Lp 30 Rockefeller Plaza
New York NY 10020
No No Yes No
1519638 Lshp Coinvestment I Gp Llc 30 Rockefeller Plaza
New York NY 10020
No No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Disposition 2011-05-12 42,949 $55.54 24,915,594 No 4 S Indirect See Footnote
Common Stock Disposition 2011-05-12 61,534 $0.00 24,854,060 No 4 J Indirect See Footnote
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Indirect See Footnote
No 4 J Indirect See Footnote
Footnotes
  1. This statement is being filed jointly by (i) Prometheus Senior Quarters LLC, a Delaware limited liability company ("Prometheus"), (ii) Lazard Senior Housing Partners LP, a Delaware limited partnership ("LSHP"), (iii) LSHP Coinvestment Partnership I LP, a Delaware limited partnership ("LSHP Coinvest" and, together with Prometheus and LSHP, the "Funds"), (iv) LFSRI II-CADIM Alternative Partnership L.P., a Delaware limited partnership, (v) LF Strategic Realty Investors II L.P., a Delaware limited partnership, (vi) LFSRI II Alternative Partnership L.P., a Delaware limited partnership, (vii) Lazard Freres Real Estate Investors L.L.C., a New York limited liability company ("LFREI"), (viii) Lazard Senior Housing Partners GP LLC, a Delaware limited liability company ("LSHP GP"),
  2. [continued from Footnote 1](ix) LSHP Coinvestment I GP LLC, a Delaware limited liability company ("LSHP Coinvest GP"), (x) Lazard Alternative Investments LLC, a Delaware limited liability company ("LAI"), (xi) Lazard Alternative Investments Holdings LLC, a Delaware limited liability company ("LAI Holdings"), and (xii) LFCM Holdings LLC, a Delaware limited liability company (all of such entities are collectively referred to as the "Reporting Persons"). As a result of the 10 Reporting Person per joint filing limitation of the electronic system, this Form 4 is being filed in duplicate (10 Reporting Persons have filed on this Form 4 and 2 Reporting Persons have filed on a duplicate Form 4).
  3. On May 12, 2011, Prometheus, LSHP, and LSHP Coinvest transferred 76,791, 24,901 and 5,211 shares of common stock, par value $0.25 per share, (the "Common Stock") of Ventas, Inc., a Delaware corporation (the "Issuer"), respectively, at $55.54 per share to Atria Senior Living, Inc., a Delaware corporation ("ASLI") and wholly-owned subsidiary of the Funds, to facilitate certain incentive compensation arrangements ASLI is making available to its employees pursuant to which such employees acquire such shares. Prometheus, LSHP and LSHP Coinvest retained voting and dispositive power over such shares of Common Stock until such time as they are disposed of by ASLI.Effective as of May 12, 2011, ASLI sold 42,949 of such shares and awarded 61,534 of such shares to certain employees of ASLI in connection with its incentive compensation arrangements, following approval by each of the Funds.
  4. Following the transfers described above, Prometheus, LSHP and LSHP Coinvest are the holders of record of 17,851,355, 5,788,817 and 1,211,468 shares of Common Stock, respectively.
  5. The shares of Common Stock held by ASLI may be deemed to be beneficially owned by the Funds. The shares of Common Stock beneficially owned by Prometheus may be deemed to be beneficially owned by each of LFSRI II-CADIM Alternative Partnership L.P., LF Strategic Realty Investors II L.P. and LFSRI II Alternative Partnership L.P., as its Managing Members, and by LFREI, as their general partner. The shares of Common Stock beneficially owned by LSHP may be deemed to be beneficially owned by LSHP GP, as its general partner.
  6. [continued from Footnote 5] LAI (as the Managing Member of each of LFREI, LSHP GP and LSHP Coinvest GP), LAI Holdings (as the parent of LAI), and LFCM Holdings LLC (as the parent of Lazard Alternative Investments Holdings LLC and the ultimate parent of LAI) may be deemed to beneficially own the shares of Common Stock beneficially owned by the Funds. Each of the Reporting Persons expressly disclaims beneficial ownership of the shares of Common Stock reported herein, except to the extent of its pecuniary interest therein, if any.