0001209191-12-007138.txt : 20120202 0001209191-12-007138.hdr.sgml : 20120202 20120202181542 ACCESSION NUMBER: 0001209191-12-007138 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120131 FILED AS OF DATE: 20120202 DATE AS OF CHANGE: 20120202 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HEALTH CARE REIT INC /DE/ CENTRAL INDEX KEY: 0000766704 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 341096634 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ONE SEAGATE STE 1500 STREET 2: P O BOX 1475 CITY: TOLEDO STATE: OH ZIP: 43604 BUSINESS PHONE: 4192472800 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CHAPMAN GEORGE L CENTRAL INDEX KEY: 0001242815 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-08923 FILM NUMBER: 12567339 4 1 doc4.xml FORM 4 SUBMISSION X0304 4 2012-01-31 0 0000766704 HEALTH CARE REIT INC /DE/ HCN 0001242815 CHAPMAN GEORGE L 4500 DORR STREET TOLEDO OH 43615 1 1 0 0 Chairman, CEO and President Common Stock 2012-01-31 4 A 0 2373 0.00 A 288151.5149 D Common Stock 2012-01-31 4 M 0 13083 0.00 A 301234.5149 D Common Stock 2012-01-31 4 A 0 17480 0.00 A 318714.5149 D Common Stock 2012-01-31 4 F 0 1001 57.21 D 317713.5149 D Common Stock 2012-01-31 4 F 0 5521 57.21 D 312192.5149 D Common Stock 2012-01-31 4 F 0 7376 57.21 D 304816.5149 D Common Stock 2012-02-01 4 M 0 2866 34.88 A 307682.5149 D Common Stock 13644.2604 I IRA Deferred Stock Units 0.00 2012-01-31 4 M 0 13083 0.00 D 2012-01-31 2012-01-31 Common 13083 39246 D Option (Right to Buy) 34.88 2012-02-01 4 M 0 2866 0.00 D 2007-01-15 2015-01-24 Common 5732 2866 D The reported transaction was the satisfaction of a performance contingency applicable to 2,373 performance shares granted without cash consideration on January 27, 2011 under the Amended and Restated Health Care REIT, Inc. 2005 Long-Term Incentive Plan. No amount was payable in connection with the vesting or the common stock issuance. The reported transaction was a vesting of 13,083 deferred stock units on January 31, 2012, resulting in the issuance of 13,083 shares of common stock. No amount was payable in connection with the vesting or the common stock issuance. The shares were granted without cash consideration as shares of restricted stock under the Amended and Restated Health Care REIT, Inc. 2005 Long-Term Incentive Plan. Tax withholding in shares of common stock on 2,373 performance shares granted on January 27, 2011, which grant vested on January 31, 2012. Tax withholding in shares of common stock on 13,083 deferred stock units granted on January 26, 2012, which grant vested on January 31, 2012. Tax withholding in shares of common stock on 17,480 shares of restricted stock granted on January 31, 2012, which grant vested on January 31, 2012. The shares covered by this Form 4 have been acquired pursuant to a Rule 10b5-1 Sales Plan dated November 14, 2011, which is intended to comply with Rule 10b5-1. George L. Chapman III SSB IRA Rollover Custodian. 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. Each deferred stock unit represents a right to receive one share of common stock of Health Care REIT, Inc. at the time of vesting of the unit. These deferred stock units vest in four installments with 13,083 units having vested on January 31, 2012 and 13,082 units vesting on January 31 of each of 2015, 2016 and 2017. Options for the purchase of 11,599 shares of common stock at $34.88 per share were granted to Mr. Chapman on January 24, 2005, which grant has previously been reported. The partial exercise of these options for the purchase of 5,867 shares has previously been reported. Of the remaining options, options for the purchase of 1,433 shares vested on January 15 of each of 2007, 2008, 2009 and 2010. The options were granted under the Health Care REIT, Inc. 1995 Stock Incentive Plan and had no acquisition price. The shares covered by this Form 4 have been acquired pursuant to a Rule 10b5-1 Sales Plan dated November 14, 2011, which is intended to comply with Rule 10b5-1. By: Erin C. Ibele Attorney-in-Fact For: George L. Chapman 2012-02-02