0001433671-21-000004.txt : 20211005
0001433671-21-000004.hdr.sgml : 20211005
20211005212626
ACCESSION NUMBER: 0001433671-21-000004
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20211001
FILED AS OF DATE: 20211005
DATE AS OF CHANGE: 20211005
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Prosky Danny
CENTRAL INDEX KEY: 0001433671
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-55775
FILM NUMBER: 211308630
MAIL ADDRESS:
STREET 1: 18191 VON KARMAN AVENUE
STREET 2: SUITE 300
CITY: IRVINE
STATE: CA
ZIP: 92612
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: American Healthcare REIT, Inc.
CENTRAL INDEX KEY: 0001632970
STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798]
IRS NUMBER: 472887436
STATE OF INCORPORATION: MD
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 18191 VON KARMAN AVENUE
STREET 2: SUITE 300
CITY: IRVINE
STATE: CA
ZIP: 92612
BUSINESS PHONE: 949-270-9200
MAIL ADDRESS:
STREET 1: 18191 VON KARMAN AVENUE
STREET 2: SUITE 300
CITY: IRVINE
STATE: CA
ZIP: 92612
FORMER COMPANY:
FORMER CONFORMED NAME: Griffin-American Healthcare REIT IV, Inc.
DATE OF NAME CHANGE: 20151231
FORMER COMPANY:
FORMER CONFORMED NAME: Griffin-American Healthcare REIT 4, Inc.
DATE OF NAME CHANGE: 20150428
FORMER COMPANY:
FORMER CONFORMED NAME: Griffin-American Healthcare REIT IV, Inc.
DATE OF NAME CHANGE: 20150205
4
1
wf-form4_163348357267588.xml
FORM 4
X0306
4
2021-10-01
0
0001632970
American Healthcare REIT, Inc.
NONE
0001433671
Prosky Danny
C/O AMERICAN HEALTHCARE REIT, INC.
18191 VON KARMAN AVE., STE. 300
IRVINE
CA
92612
1
1
0
0
CEO & President
Class I Common Stock
2021-10-01
4
A
0
205471
A
323946
I
By Danny and Zohar Prosky Family Rev Trust UA DTD 08/16/2011
Class I Common Stock
2021-10-01
4
A
0
20591
A
20591
I
Griffin-American Healthcare REIT III Advisor, LLC
Class I Common Stock
2021-10-01
4
J
0
20591
9.22
D
0
I
Griffin-American Healthcare REIT III Advisor, LLC
Class T Common Stock
2021-10-01
4
J
0
20833
9.22
D
0
I
By Griffin-American Healthcare REIT IV Advisor, LLC
Class T Common Stock
2021-10-04
4
A
0
162690
0
A
162690
D
Class T Common Stock
48339
I
By Danny and Zohar Prosky Family Rev Trust UA DTD 08/16/2011
Reflects the acquisition of shares of the Issuer's common stock in connection with the merger (the "Merger") of Griffin-American Healthcare REIT III, Inc. ("GAHR III") with and into Continental Merger Sub, LLC, a wholly-owned subsidiary of American Healthcare REIT, Inc. ("AHR"). In the Merger, each share of GAHR III's common stock, par value $0.01 per share, was converted into the right to receive 0.9266 shares of the Issuer's Class I common stock, par value $0.01 per share ("AHR Class I Common Stock"). There is no established market for shares of AHR Class I Common Stock. On March 18, 2021, the board of directors of AHR approved an estimated value per share of AHR Class I Common Stock of $9.22.
The reported shares of Class I common stock are held directly by Danny & Zohar Prosky Family Rev Trust UA DTD 08/16/2011, and indirectly by Danny Prosky and Zohar Prosky, Trustees.
The reported shares of common stock are owned by Griffin-American Healthcare REIT III Advisor, LLC ("GAHRIII Advisor"), which is 75% owned and managed by wholly owned subsidiaries of American Healthcare Investors, LLC ("American Healthcare Investors"). Mr. Prosky serves as a managing director of American Healthcare Investors, and as such, may be deemed to be the beneficial owner of such common stock. Mr. Prosky disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
In connection with the Merger, after the shares of common stock owned by GAHRIII Advisor were converted into the right to receive AHR Class I Common Stock pursuant to footnote (1) above, the shares owned by GAHRIII Advisor were then redeemed by the Issuer for $9.22 per share. GAHRIII Advisor is 75% owned and managed by wholly owned subsidiaries of American Healthcare Investors. Mr. Prosky serves as a managing director of American Healthcare Investors, and as such, may be deemed to have been the beneficial owner of such common stock. Mr. Prosky disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
In connection with the Merger, the shares owned by Griffin-American Healthcare REIT IV Advisor, LLC ("GAHRIV Advisor") were redeemed by the Issuer for $9.22 per share. Mr. Prosky serves as a managing director of American Healthcare Investors, the managing member of GAHRIV Advisor, and as such, may be deemed to have been the beneficial owner of such common stock. Mr. Prosky disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.
The Reporting Person was granted 162,690 shares of restricted Class T common stock on October 4, 2021. The shares of restricted Class T common stock vest in three equal annual installments on October 1,2022, October 1, 2023 and October 1, 2024 (subject to continuous employment through each vesting date).
The reported shares of Class T common stock are held directly by Danny & Zohar Prosky Family Rev Trust UA DTD 08/16/2011, and indirectly by Danny Prosky and Zohar Prosky, Trustees.
/s/ DANNY PROSKY
2021-10-05