X0306 4 2012-11-01 1 0000766704 HEALTH CARE REIT INC /DE/ HCN 0001290475 Loftus Daniel R 4500 DORR STREET TOLEDO OH 43615 0 1 0 0 Senior Vice President Common Stock 2012-11-01 4 F 0 4613 59.37 D 33262.34 D Common Stock 2012-11-01 4 M 0 3270 0.00 A 36532.34 D Common Stock 2012-11-01 4 F 0 1191 59.37 D 35341.34 D Deferred Stock Units 0.00 2012-11-01 4 M 0 3270 0.00 D 2012-11-01 2012-11-01 Common 3270 0 D Tax withholding in shares of common stock on 926 shares of common stock granted on January 21, 2008, 2,204 shares of common stock granted on January 29, 2009, 2,547 shares of common stock granted on January 28, 2010, 3,080 shares of common stock granted on January 27, 2011 and 4,449 shares of common stock granted on January 26, 2012, which grants vested on November 1, 2012. In connection with Mr. Loftus' termination of employment on November 1, 2012, the reported transaction was a vesting of 3,270 deferred stock units on November 1, 2012, resulting in the issuance of 3,270 shares of common stock. No amount was payable in connection with the vesting or the common stock issuance. 339 performance shares were forfeited in connection with Mr. Loftus' termination of employment on November 1, 2012. The performance shares are neither equity securities nor derivative securities as defined by the Commission for purposes of this form and, accordingly, are not reported separately herein. Tax withholding in shares of common stock on 3,270 deferred stock units granted on January 26, 2012, which grant vested on November 1, 2012. These deferred stock units were granted without cash consideration on January 26, 2012 under the Amended and Restated Health Care REIT, Inc. 2005 Long-Term Incentive Plan. In connection with Mr. Loftus' termination of employment on November 1, 2012, (i) 3,270 deferred stock units vested on November 1, 2012 and (ii) 25,834 stock options vested on November 1, 2012. All vested options are exercisable by Mr. Loftus until November 1, 2013. By: Erin C. Ibele Attorney-in-Fact For: Daniel R. Loftus 2012-11-02