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Stock-Based Compensation | 12 Months Ended
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Dec. 31, 2025
Stock-Based Compensation |
Stock-Based Compensation | Note 7 – Stock-Based Compensation 2016 Equity Incentive Plan The 2016 Equity Incentive Plan, as amended (the “Plan”), is intended to assist the Company and its affiliates in recruiting and retaining employees of the Company, members of the Board, executive officers of the Company, and individuals who provide services to the Company and its affiliates. The Plan is intended to permit the grant of both qualified and non-qualified options and the grant of stock appreciation rights, restricted stock, unrestricted stock, awards of restricted stock units, performance awards and other equity-based awards (including LTIP Units). Based on the grants outstanding as of December 31, 2025, there were 266,867 shares of common stock that remain available to be granted under the Plan. Units subject to awards under the Plan that are forfeited, cancelled, lapsed, or otherwise expired (excluding shares withheld to satisfy exercise prices or tax withholding obligations) are available for grant. Time-Based Grants During the year ended December 31, 2025, the following LTIP Units were issued by the Company: ​
​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | Number of | ​ | ​
​ | ​ | ​ | ​ | Units Issued | ​ | ​
Date | ​ | Description | ​ | (thousands) | ​ | Vesting Dates
​ | ​ | ​ | ​ | ​ | ​ | ​
February 26, 2025 | ​ | Final awards under the 2024 Annual Incentive Plan | ​ | 25 | ​ | 50% on February 26, 2025; and
​ | ​ | ​ | ​ | ​ | ​ | 50% on February 26, 2026
​ | ​ | ​ | ​ | ​ | ​ | ​
February 26, 2025 | ​ | Time-based awards under the 2025 Long-Term Incentive Plan | ​ | 41 | ​ | 100% on February 26, 2028
​ | ​ | ​ | ​ | ​ | ​ | ​
May 14, 2025 | ​ | Annual awards to independent directors | ​ | 12 | ​ | 100% on May 14, 2026
​ | ​ | ​ | ​ | ​ | ​ | ​
June 23, 2025 | ​ | New Chief Executive Officer and President signing grant (1) | ​ | 32 | ​ | 100% on June 23, 2028
​ | ​ | ​ | ​ | ​ | ​ | ​
October 1, 2025 | ​ | Discretionary grant | ​ | 3 | ​ | 33.33% on October 1, 2026;
​ | ​ | ​ | ​ | ​ | ​ | 33.33% on October 1, 2027; and
​ | ​ | ​ | ​ | ​ | ​ | 33.33% on October 1, 2028
​ | ​ | ​ | ​ | ​ | ​ | ​
December 17, 2025 | ​ | Discretionary grant | ​ | 1 | ​ | 33.33% on December 17, 2026;
​ | ​ | ​ | ​ | ​ | ​ | 33.33% on December 17, 2027; and
​ | ​ | ​ | ​ | ​ | ​ | 33.33% on December 17, 2028
(1) | Represents a one-time award of LTIP Units in connection with the appointment of the Company’s new Chief Executive Officer and President, effective June 23, 2025. The number of LTIP Units was based on the volume-weighted average closing price (VWAP) of the Company’s common stock reported on the New York Stock Exchange for the 20 trading days ending on the grant date.
​ During the year ended December 31, 2025, certain participants redeemed an aggregate of 31,270 vested LTIP Units for the Company’s common stock, and none of the previously granted LTIP units were forfeited. A detail of the Company’s outstanding time-based LTIP Units as of December 31, 2025 is as follows (in thousands): ​
​ | ​ | ​
Vested units | ​ ​ ​ | 540
Unvested units |  | 162
LTIP Units outstanding as of December 31, 2025 |  | 702
​ Performance Based Awards The Board has approved annual performance-based LTIP awards (“Annual Awards”) and long-term performance-based LTIP awards (“Long-Term Awards” and together with the Annual Awards, “Performance Awards”) to the executive officers and other employees of the Company. As described below, the Annual Awards have one-year performance periods and the Long-Term Awards have three-year performance periods. In addition to meeting specified performance metrics, vesting in the Performance Awards is subject to service requirements. During the year ended December 31, 2025, two 2023 Long-Term Awards and seven 2024 Long-Term Awards were forfeited. A detail of the Performance Awards under the 2023, 2024 and 2025 programs as of December 31, 2025 is as follows (in thousands): ​
​ | ​ | ​
2023 Long-Term Awards |  | 29
2024 Long-Term Awards | ​ | 39
2025 Annual Awards (1) | ​ | 36
2025 Long-Term Awards (2) | ​ | 33
Total target Performance Awards as of December 31, 2025 |  | 137
(1) | Approved by the Board on February 26, 2025, with the exception of five awards for the new Chief Executive Officer and President approved by the Board on June 20, 2025 with an award date of June 23, 2025. The number of target LTIP Units was based on the average closing price of the Company’s common stock reported on the New York Stock Exchange over the 15 trading days preceding the award date.
(2) | Approved by the Board on February 26, 2025. The number of target LTIP Units was based on the fair value of the Long-Term Awards as determined by an independent valuation consultant.
​ Annual Awards. The Annual Awards are subject to the terms and conditions of LTIP Annual Award Agreements (“LTIP Annual Award Agreements”) between the Company and each grantee. The Compensation Committee of the Board (the “Compensation Committee”) and the Board established performance goals for the year ending December 31, 2025, as set forth in the 2025 LTIP Annual Award Agreements (the “Performance Goals”) that will be used to determine the number of LTIP Units earned by each grantee. Cumulative stock-based compensation expense during the year ended December 31, 2025 reflects management’s estimate of the probability of the number of these awards that will be earned. As soon as reasonably practicable following the end of the performance period, the Compensation Committee and the Board will determine the extent to which the Company has achieved each of the Performance Goals (expressed as a percentage) and, based on such determination, will calculate the number of LTIP Units that each grantee is entitled to receive. Each grantee may earn up to 150% of the number of his/her target LTIP Units. Any 2025 Annual Award LTIP Units that are not earned will be forfeited and cancelled. Vesting. LTIP Units that are earned as of the end of the applicable performance period will vest in two installments as follows: 50% of the earned LTIP Units will become vested on the valuation date of the awards (which is expected to occur in February 2026) and 50% of the earned LTIP Units become vested on the one year anniversary of the initial vesting date. Vesting may be accelerated under certain circumstances such as a “change-in-control” transaction or a “qualified termination” event. Distributions. Distributions equal to the dividends declared and paid by the Company will accrue during the applicable performance period on the estimated number of LTIP Units that the grantee could earn and will be paid with respect to all of the earned LTIP Units at the conclusion of the applicable performance period, in cash or by the issuance of additional LTIP Units at the discretion of the Compensation Committee. Long-Term Awards. The Long-Term Awards are subject to the terms and conditions of their related LTIP Long-Term Award Agreements (collectively the “LTIP Long-Term Award Agreements”) between the Company and each grantee. The number of LTIP Units that each grantee earns under the LTIP Long-Term Award Agreements will be determined following the conclusion of a three-year performance period based on the Company’s (i) total stockholder return (“TSR”), which is determined based on a combination of appreciation in stock price and dividends paid during the performance period, and (ii) relative stockholder return (“RSR”), which is determined by comparing the Company’s TSR with the TSRs of the companies that comprise the Dow Jones U.S. Real Estate Health Care Index (the “Index”). Each grantee may earn up to 200% of the number of target LTIP Units covered by the grantee’s Long-Term Award. Any target LTIP Units that are not earned will be forfeited and cancelled. The number of LTIP Units earned under the Long-Term Awards will be determined as soon as reasonably practicable following the end of the applicable three-year performance period based on the Company’s TSR on an absolute basis (as to 50% of the Long-Term Award) and RSR (as to 50% of the Long-Term Award). Vesting. LTIP Units that are earned as of the end of the applicable three-year performance period will vest in two installments as follows; 50% of the earned LTIP Units will vest upon the day prior to the third anniversary of the respective grant dates and the remaining 50% will vest on the one year anniversary of the initial vesting date. Vesting may be accelerated under certain circumstances such as a “change-in-control” transaction or a “qualified termination” event. Distributions. Pursuant to the LTIP Long-Term Award Agreements, distributions equal to the dividends declared and paid by the Company will accrue during the applicable performance period on the estimated number of LTIP Units that the grantee could earn and will be paid with respect to all of the earned LTIP Units at the conclusion of the applicable performance period, in cash or by the issuance of additional LTIP Units at the discretion of the Compensation Committee. Stock-Based Compensation Expense Compensation expense for LTIP Unit grants, Annual Awards, and Long-Term Awards is based on the grant date fair value of the units/awards, with no subsequent remeasurement required. As the Long-Term Awards involve market-based performance conditions, the Company utilizes a Monte Carlo simulation to provide a grant date fair value for expense recognition. The Monte Carlo simulation is a generally accepted statistical technique used, in this instance, to simulate a range of possible future stock prices for the Company and the members of the Index over the Performance Periods. The purpose of this modeling is to use a probabilistic approach for estimating the fair value of the performance share award. The assumptions used in the Monte Carlo simulation include beginning average stock price, valuation date stock price, expected volatilities, correlation coefficients, risk-free rate of interest, and expected dividend yield. The beginning average stock price is the beginning average stock price for the Company and each member of the Index for the 15 trading days leading up to the grant date of the Long-Term Award. The valuation date stock price is the closing stock price of the Company and each of the peer companies in the Index on the grant dates of the Long-Term Awards. The expected volatilities are modeled using the historical volatilities for the Company and the members of the Index. The correlation coefficients are calculated using the same data as the historical volatilities. The risk-free rate of interest is taken from the U.S. Treasury website and relates to the expected life of the remaining performance period on valuation or revaluation. Lastly, the dividend yield assumption is 0.0%, which is mathematically equivalent to reinvesting dividends in the issuing entity, which is part of the Company’s award agreement assumptions. Below are details regarding certain of the assumptions for the Long-Term Awards using Monte Carlo simulations: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | 2025 Long-Term | ​ | 2024 Long-Term | ​ | 2023 Long-Term | ​
​ | ​ ​ ​ | Awards | ​ ​ ​ | Awards | ​ ​ ​ | Awards | ​ ​ ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Fair value | ​ | $ | 46.60 | ​ | $ | 46.85 | ​ | $ | 58.35 |
Target awards | ​ |  | 33 | ​ |  | 39 | ​ |  | 29 |
Volatility | ​ |  | 28.67 | % |  | 28.12 | % |  | 43.54 | %
Risk-free rate | ​ |  | 4.00 | % |  | 4.38 | % |  | 4.35 | %
Dividend assumption | ​ |  | reinvested | ​ |  | reinvested | ​ |  | reinvested |
Expected term in years | ​ |  | 3 | ​ |  | 3 | ​ |  | 3 |
​ The Company incurred stock compensation expense of $4,496, $5,102, and $4,242, for the years ended December 31, 2025, 2024, and 2023, respectively, related to the grants awarded under the Plan. Compensation expense is included within “General and Administrative” expense in the Company’s Consolidated Statements of Operations. As of December 31, 2025, total unamortized compensation expense related to these awards of approximately $5.3 million is expected to be recognized over a weighted average remaining period of 1.5 years.

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