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[Form 4] Regional Health Properties, Inc. Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Mark J. Stockslager, Chief Financial Officer of Regional Health Properties, Inc. (RHE), reported ownership changes arising from the merger between SunLink Health Systems, Inc. and Regional. At the merger effective time, each five SunLink common shares held by Stockslager converted into 1.1330 Regional common shares and one share of Regional Series D 8% Cumulative Convertible Redeemable Participating Preferred. The Form 4 reports that on 08/14/2025 Stockslager acquired 24,484 shares of Regional common stock and 21,610 shares of the Series D preferred, with all holdings listed as directly beneficially owned following the transaction. The filing is signed 08/18/2025.

Positive

  • Transparent merger disclosure showing conversion mechanics and exact post-transaction holdings for an insider
  • Significant insider ownership increase in both common (24,484 shares) and preferred (21,610 shares), aligning officer interests with the company

Negative

  • None.

Insights

TL;DR: Insider received a material equity conversion in a merger, increasing direct holdings in both common and preferred stock—routine merger-driven ownership change.

The reported transaction reflects a non-market acquisition tied to a corporate merger rather than an open-market purchase or sale. 24,484 common shares and 21,610 Series D preferred shares were received via conversion formula (1.1330 common shares plus one Series D preferred per five SunLink shares). For investors this documents insider alignment with post-merger capital structure but does not indicate discretionary buying or selling activity by the officer.

TL;DR: Filing is a standard Section 16 disclosure showing direct beneficial ownership post-merger; nothing suggests governance concerns.

The Form 4 properly discloses conversion-based acquisitions and lists direct ownership. The transaction code indicates an acquisition by operation of law due to the merger, with holdings immediately disclosed. No exercise prices, derivative positions, amendments, or intent flags are reported. Compliance and timeliness appear adequate based on the provided signature date.

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
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
STOCKSLAGER MARK J

(Last) (First) (Middle)
C/O REGIONAL HEALTH PROPERTIES, INC.
1050 CROWN POINTE PARKWAY, SUITE 720

(Street)
ATLANTA GA 30338

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
REGIONAL HEALTH PROPERTIES, INC [ RHEP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
CFO
3. Date of Earliest Transaction (Month/Day/Year)
08/14/2025
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 08/14/2025 A 24,484 A (1) 24,484 D
Series D 8% Cumulative Conver Redeemable Preferred Shares 08/14/2025 A 21,610 A (1) 21,610 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. At the effective time of the merger (the "Effective Time") between SunLink Health Systems, Inc. ("SunLink") and Regional Health Properties, Inc. ("Regional"), each five shares of common stock, no par value per share, of SunLink held by the Reporting Person prior to the Effective Time were converted into the right to receive (i) 1.1330 shares of common stock, no par value per share, of Regional, and (ii) one share of Series D 8% Cumulative Convertible Redeemable Participating Preferred Shares, no par value per share, of Regional.
/s/ Mark J. Stockslager 08/18/2025
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did RHE CFO Mark J. Stockslager report on Form 4?

He reported acquisition by conversion of 24,484 Regional common shares and 21,610 Series D preferred shares arising from the SunLink–Regional merger.

When did the reported transactions occur for RHE Form 4?

The transactions are dated 08/14/2025 and the Form 4 is signed on 08/18/2025.

Why were shares acquired without a market trade on RHE Form 4?

The shares were acquired by conversion at the merger’s effective time under the conversion ratio: five SunLink shares converted into 1.1330 Regional common shares and one Series D preferred.

How many Series D 8% preferred shares did the reporting person receive?

The filing shows receipt of 21,610 Series D 8% Cumulative Convertible Redeemable Participating Preferred shares.

Is the reported ownership direct or indirect according to the Form 4?

The Form 4 lists the post-transaction ownership as direct beneficial ownership for both security classes.
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General Medical and Surgical Hospitals
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