{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-24-030254","form_type":"8-K","ticker":"VTR","cik":"0000740260","company_name":"Ventas, Inc.","filed_at":"2024-03-04T23:59:59+00:00","discovered_at":"2026-05-14T18:03:26.842678+00:00","generated_at":"2026-06-05T05:06:19.816351+00:00","sec_items":["1.01","5.02","7.01","9.01"],"event_type":"leadership","sentiment":"neutral","materiality_score":0.6,"calibrated_materiality_score":0.6,"confidence":"high","headline":"Ventas and Land & Buildings reach cooperation agreement; two new directors","bullets":["Ventas appoints Theodore Bigman (former Morgan Stanley executive) and Joe V. Rodriguez (former Invesco CIO) to the Board.","Board temporarily expands to 13 directors; 12 are independent and over 50% diverse by gender or ethnicity.","Land & Buildings agrees to standstill, voting commitments, and non-disparagement until after 2025 annual meeting.","Land & Buildings will vote for Ventas's director nominees at the 2024 Annual Meeting.","Bigman joins Investment Committee; Rodriguez joins Nominating, Governance and Corporate Responsibility Committee."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-24-030254","json":"https://secwatch.observer/filing/0001104659-24-030254.json","markdown":"https://secwatch.observer/filing/0001104659-24-030254.md","text":"https://secwatch.observer/filing/0001104659-24-030254.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/740260/000110465924030254/0001104659-24-030254-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/740260/000110465924030254/tm247849d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-05T05:06:19.816351+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"1df83673cc","claim":"Joe V. Rodriguez, Jr. was appointed as Director at Ventas, Inc..","evidence_excerpt":"On March 4, 2024, Theodore R. Bigman and Joe V. Rodriguez, Jr. were appointed to the Board effective immediately.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/740260/000110465924030254/0001104659-24-030254-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"e06edafb5c","claim":"Theodore R. Bigman was appointed as Director at Ventas, Inc..","evidence_excerpt":"On March 4, 2024, Theodore R. Bigman and Joe V. Rodriguez, Jr. were appointed to the Board effective immediately.","evidence_source":"SEC 8-K Item 5.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/740260/000110465924030254/0001104659-24-030254-index.htm","confidence":0.95,"family_label":"Executive change","details":[{"label":"Action","value":"appointed"},{"label":"Role","value":"Director"}],"fact_type":"executive_change"},{"claim_id":"3273dc4a61fc9ff622bfe8847688b46e1f9cd3ce","claim":"Ventas, Inc. entered into Cooperation Agreement with Land & Buildings Investment Management, LLC and certain of its affiliates (collectively, Land & Buildings) (effective 2024-03-04).","evidence_excerpt":"entered into a cooperation agreement (the \"Cooperation Agreement\") with Land & Buildings Investment Management, LLC and certain of its affiliates (collectively, \"Land & Buildings\")","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/740260/000110465924030254/0001104659-24-030254-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Counterparty","value":"Land & Buildings Investment Management, LLC and certain of its affiliates (collectively, Land & Buildings)"},{"label":"Effective","value":"2024-03-04"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}