Key Takeaways
- • Land & Buildings Investment Management issued a white paper on April 21, 2026 arguing that Welltower's (NYSE: WELL) Ten-Year Executive Continuity and Alignment Program, adopted by the board on October 26, 2025, will likely lead to inferior shareholder returns.
- • L&B estimates CEO Shankh Mitra's maximum LTIP award of 8,698,012 units is worth about $2.6 billion at a $300 share price, or $3.04 billion at the $350 implied performance cap in the 2026 proxy, plus an estimated $110-$240 million in distributions.
- • L&B estimates WELL shares could fall approximately 35%-60% if valuation reverts toward peers, citing a 33x forward FFO multiple versus a 5-year average of 25x and a 144% premium to Green Street NAV.
- • L&B discloses a short position in Welltower and long positions in Ventas (NYSE: VTR) and American Healthcare REIT (NYSE: AHR), which it argues offer roughly 50% more NAV per dollar invested.
- • Per the white paper, the program was adopted without a binding shareholder vote, following a prior 52% say-on-pay result, and a termination without cause would trigger a $500 million golden parachute.
Summary
Land & Buildings Investment Management, LLC issued a white paper on Welltower, Inc. titled "Compensation Plan Hubris: Why Welltower's Ten-Year Executive Program Is Likely to Lead to Inferior Shareholder Returns." The paper analyzes the Ten-Year Executive Continuity and Alignment Program adopted by Welltower's Board of Directors on October 26, 2025. L&B characterizes the program as a mechanism for transferring wealth from shareholders to management and says investors should consider selling Welltower shares. The firm, which discloses a short position in WELL, describes the document as an investment opinion.
According to L&B's calculations, CEO Shankh Mitra's maximum award of 8,698,012 LTIP Units would be worth approximately $2.6 billion at a $300 share price. L&B notes that Welltower's 2026 proxy statement discloses a performance cap at an implied value of $350 per share, at which the maximum award reaches $3.04 billion, plus an estimated $110-$240 million in tax-advantaged cumulative distributions. L&B estimates Mitra has already earned approximately $1 billion six months into the plan, based on stock performance to date and time-based units.
On valuation, L&B estimates shares could see approximately 35%-60% downside from current levels if Welltower's valuation reverts toward peers. The firm cites a forward multiple of 33x FFO versus a five-year average of 25x, and an estimated 144% premium to Green Street NAV, which it describes as the highest in company history. L&B argues that investors switching to Ventas or American Healthcare REIT could receive roughly 50% more NAV per dollar invested, with comparable senior housing exposure and higher dividend yields. It says Ventas has outperformed Welltower by approximately 440 basis points since the program was announced. Per the source, all stock prices, multiples and return calculations are as of April 14, 2026.
L&B also cites Alexandria Real Estate Equities (NYSE: ARE), the subject of its previous public short white paper, as a cautionary example. According to the firm, ARE peaked at $224 in December 2021 and had fallen to approximately $43 by April 2026, a decline of about 80%, and its dividend was cut 45% after a 14-year growth streak. L&B draws parallels in CEO narrative, growth strategy and transaction volume, and notes ARE's management compensation of $11-$13 million per year.
Jonathan Litt, Founder and CIO of Land & Buildings, said the Board adopted what the firm believes is the most aggressive executive compensation structure in public REIT history, without a binding shareholder vote and following a prior 52% say-on-pay result. Litt said the board cannot dismiss Mitra for poor performance without triggering a $500 million golden parachute, leaving shareholders with the remedy of selling their shares. Welltower has not been quoted in the source material. The source is an advocacy document from a short seller and should be weighed accordingly.
According to L&B's calculations, CEO Shankh Mitra's maximum award of 8,698,012 LTIP Units would be worth approximately $2.6 billion at a $300 share price. L&B notes that Welltower's 2026 proxy statement discloses a performance cap at an implied value of $350 per share, at which the maximum award reaches $3.04 billion, plus an estimated $110-$240 million in tax-advantaged cumulative distributions. L&B estimates Mitra has already earned approximately $1 billion six months into the plan, based on stock performance to date and time-based units.
On valuation, L&B estimates shares could see approximately 35%-60% downside from current levels if Welltower's valuation reverts toward peers. The firm cites a forward multiple of 33x FFO versus a five-year average of 25x, and an estimated 144% premium to Green Street NAV, which it describes as the highest in company history. L&B argues that investors switching to Ventas or American Healthcare REIT could receive roughly 50% more NAV per dollar invested, with comparable senior housing exposure and higher dividend yields. It says Ventas has outperformed Welltower by approximately 440 basis points since the program was announced. Per the source, all stock prices, multiples and return calculations are as of April 14, 2026.
L&B also cites Alexandria Real Estate Equities (NYSE: ARE), the subject of its previous public short white paper, as a cautionary example. According to the firm, ARE peaked at $224 in December 2021 and had fallen to approximately $43 by April 2026, a decline of about 80%, and its dividend was cut 45% after a 14-year growth streak. L&B draws parallels in CEO narrative, growth strategy and transaction volume, and notes ARE's management compensation of $11-$13 million per year.
Jonathan Litt, Founder and CIO of Land & Buildings, said the Board adopted what the firm believes is the most aggressive executive compensation structure in public REIT history, without a binding shareholder vote and following a prior 52% say-on-pay result. Litt said the board cannot dismiss Mitra for poor performance without triggering a $500 million golden parachute, leaving shareholders with the remedy of selling their shares. Welltower has not been quoted in the source material. The source is an advocacy document from a short seller and should be weighed accordingly.
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