---
schema_version: "secwatch.filing_event.v1"
accession: "0001104659-24-030252"
form_type: "8-K"
ticker: "VTR"
cik: "0000740260"
company_name: "Ventas, Inc."
filed_at: "2024-03-04T23:59:59+00:00"
generated_at: "2026-06-05T05:06:15.527734+00:00"
event_type: "leadership"
sentiment: "neutral"
materiality_score: 0.5
calibrated_materiality_score: 0.5
confidence: "high"
source: SEC EDGAR
---

# Ventas director James D. Shelton to retire, Roxanne Martino to become Lead Independent Director

## Summary
- James D. Shelton, Lead Independent Director and 16-year board member, will not stand for re-election at 2024 annual meeting.
- Roxanne Martino, director since 2016 and former CEO of Aurora Investment Management, appointed Lead Independent Director effective after the meeting.
- Theodore Bigman and Joe V. Rodriguez, Jr. appointed as independent directors effective immediately.
- Shelton's retirement is not due to any disagreement with the company on operations, policies, or practices.

## SEC filing metadata
- accession: 0001104659-24-030252
- form_type: 8-K
- ticker: VTR
- cik: 0000740260
- company_name: Ventas, Inc.
- filed_at: 2024-03-04T23:59:59+00:00
- event_type: leadership
- sentiment: neutral
- materiality_score: 0.5
- calibrated_materiality_score: 0.5
- confidence: high
- sec_items: 5.02, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/740260/000110465924030252/0001104659-24-030252-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/740260/000110465924030252/tm247849d2_8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001104659-24-030252
- JSON: https://secwatch.observer/filing/0001104659-24-030252.json
- Plain text: https://secwatch.observer/filing/0001104659-24-030252.txt

## Key facts
- Executive change
  James D. Shelton departed as Lead Independent Director at Ventas, Inc..
  - Action: retirement
  - Role: Lead Independent Director
  source text: On March 4, 2024, James D. (“Denny”) Shelton advised the Board of Directors (the “Board”) of Ventas, Inc. (we,” “us,” “our,” “Company” and other similar terms) that he will not stand for re-election as a director of the Company at the 2024 annual meeting of stockholders (the “2024 Annual Meeting”).
  evidence_url: https://www.sec.gov/Archives/edgar/data/740260/000110465924030252/0001104659-24-030252-index.htm
- Executive change
  Roxanne Martino was appointed as Lead Independent Director at Ventas, Inc..
  - Action: appointed
  - Role: Lead Independent Director
  source text: The Board has unanimously appointed Roxanne Martino, a director since 2016 and former CEO of Aurora Investment Management, as Lead Independent Director, effective following the 2024 Annual Meeting.
  evidence_url: https://www.sec.gov/Archives/edgar/data/740260/000110465924030252/0001104659-24-030252-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.