Ventas Proxy Fight Ends as Activist Shareholder Withdraws Board Candidate

The latest proxy fight between an activist shareholder and Ventas (NYSE: VTR) has come to an end.

Activist shareholder Land & Buildings has withdrawn its nomination of the firm’s founder and chief investment officer Jonathan Litt for Ventas’ board, the Chicago-based real estate investment trust announced Monday.

The nomination stemmed from concerns that Land & Buildings raised regarding aspects of Ventas’ management and performance, including its capital allocation strategy and shareholder returns. The REIT vigorously defended its results and strategy in subsequent responses and in advocating for its own slate of board candidates. A previous board nomination from Land & Buildings, of Michelle Applebaum, was withdrawn last month. 


“We look forward to getting back to business and are eager, energized and focused on continuing to capitalize on the senior housing recovery now underway to drive sustained growth and value creation,” Ventas said in a statement.

In announcing the withdrawal, Land & Buildings said that it will remain a Ventas shareholder and did not rule out “future action.” 

“We continue to believe that a true investor perspective is needed on the Board and that immediate change at Ventas would benefit all its stakeholders,” the statement reads. “Land & Buildings plans to remain a significant shareholder of Ventas and we are rooting for this Board and management team to take the appropriate actions to improve the Company’s performance. However, we will not hesitate to take future action if we deem it necessary to ensure that Ventas delivers for shareholders.”


Land & Buildings has a history of proxy action. 

In 2019, the company pledged the nomination of former HCP CEO and Chairman Jay Flaherty to the board of directors at Brookdale Senior Living (NYSE: BKD). The firm ultimately withdrew that nomination.

The latest dispute ends ahead of the annual company meeting for Ventas set on Wednesday, April 27.

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