Brookdale (NYSE: BKD) EVP granted new stock units and shares

Rhea-AI Filing Summary

Brookdale Senior Living EVP, General Counsel & Secretary Chad C. White reported equity awards of common stock-based units. On February 12, 2026, he acquired 22,072 shares tied to time-based restricted stock units at a stated price of $0, bringing his direct holdings to 540,095 shares.

On the same date, he also acquired an additional 93,939 shares linked to performance-based restricted stock units at a stated price of $0, increasing his direct beneficial ownership to 634,034 shares. These awards generally vest between February 27, 2026 and February 27, 2028, subject to continued employment and performance conditions.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

White Chad C.

(Last) (First) (Middle)

105 WESTWOOD PLACE, SUITE 400

(Street)

BRENTWOOD TN 37027

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Brookdale Senior Living Inc. [ BKD ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, General Counsel & Sec'y

3. Date of Earliest Transaction (Month/Day/Year)
02/12/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	02/12/2026		A(1)		22,072	A	$0	540,095	D
Common Stock	02/12/2026		A(2)		93,939	A	$0	634,034	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Grant of time-based restricted stock units under the Brookdale Senior Living Inc. 2024 Omnibus Incentive Plan. Such restricted stock units are eligible to vest ratably in three annual installments beginning February 27, 2027, subject to continued employment. Each restricted stock unit is generally payable in the form of one share of the issuer's common stock upon vesting. This Form 4 does not report the grant of performance-based restricted stock units to the reporting person on February 12, 2026, which will be eligible to vest and be paid with respect to 33,109 shares of the issuer's common stock at target performance levels. The actual number of shares of the issuer's common stock, if any, that become payable under such performance-based restricted stock units will be reported following conclusion of the applicable performance periods.

2. On February 12, 2026, the Compensation Committee determined the level of achievement of four tranches of performance-based restricted stock units previously awarded to the reporting person on February 15, 2023, February 15, 2024, and February 12, 2025 for the performance period ended December 31, 2025. Each performance-based restricted stock unit reported herein is generally payable in the form of one share of the issuer's common stock upon vesting. Such performance-based restricted stock units are generally eligible to vest on either February 27, 2026, February 27, 2027, or February 27, 2028, subject to continued employment.

Remarks:

	/s/ Chad C. White	02/17/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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FAQ

What insider transaction did Brookdale Senior Living (BKD) report for Chad C. White?

Brookdale Senior Living reported that EVP, General Counsel & Secretary Chad C. White acquired stock-based awards on February 12, 2026. The Form 4 shows grants of time-based and performance-based restricted stock units that increase his direct beneficial ownership in Brookdale common stock at no cash purchase price.

How many Brookdale (BKD) shares did Chad C. White acquire in this Form 4 filing?

The filing shows Chad C. White acquired 22,072 shares tied to time-based restricted stock units and 93,939 shares tied to performance-based restricted stock units. Both transactions are coded as awards at a stated price of $0 per share, reflecting equity compensation rather than open-market purchases.

What are the vesting terms of the new Brookdale (BKD) restricted stock units reported?

The time-based restricted stock units generally vest in three equal annual installments beginning February 27, 2027, subject to continued employment. Performance-based restricted stock units linked to this report are generally eligible to vest on February 27, 2026, February 27, 2027, or February 27, 2028, depending on previously set performance goals.

Does the Brookdale (BKD) Form 4 reflect open-market stock purchases by Chad C. White?

No, the Form 4 reflects equity awards, not open-market purchases. Both transactions are coded as grants or awards with a transaction price of $0 per share, meaning they arise from Brookdale’s incentive plans rather than Chad C. White buying shares in the public market.

What performance-based Brookdale (BKD) awards are mentioned but not fully reported yet?

The footnotes note a separate February 12, 2026 grant of performance-based restricted stock units tied to 33,109 shares at target performance. The actual number of shares ultimately payable under that grant will only be reported after the applicable performance periods are completed and measured.

How did these awards change Chad C. White’s Brookdale (BKD) share ownership?

After the 22,072-share award, Chad C. White directly beneficially owned 540,095 Brookdale common shares. Following the additional 93,939-share award tied to performance-based restricted stock units, his direct beneficial ownership increased further to 634,034 shares, all reported as directly held common stock.