Sabra Health Care REIT Insider: 813 Units Credited, Ownership Now 73,130

Rhea-AI Filing Summary

Sabra Health Care REIT director Michael J. Foster was credited with 813 stock units on 08/29/2025 as dividend-equivalent payments tied to previously granted performance stock units; those units carry the same vesting and payment terms as the original awards. After the reported transaction, Foster beneficially owns 73,130 shares (including 6,922 unvested units and 45,688 vested units with deferred payment). In addition, Foster holds 42,411.745 shares indirectly through a 401(k) plan.

The Form 4 reflects routine insider equity compensation mechanics rather than an open-market purchase or sale: the 813 units were credited at $0 as dividend equivalents and will vest/pay under the existing plan terms.

Positive

• 813 stock units credited as dividend equivalents, increasing insider alignment with shareholders
• Clear breakdown of beneficial ownership: 73,130 total shares including 6,922 unvested and 45,688 vested-but-deferred units; 42,411.745 indirect via 401(k)

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Routine dividend-equivalent credit increases insider ownership without cash purchase.

The filing documents a standard administrative credit of 813 stock units as dividend equivalents under the issuer's 2009 Performance Incentive Plan. Such credits are customary for executives and directors holding performance-based equity and do not indicate active buying or selling by the reporting person. The disclosure clarifies the composition of beneficial ownership, separating 6,922 unvested units and 45,688 vested-but-deferred units, which is useful for governance transparency.

Securities Analyst

TL;DR: Non-cash equity accrual modestly raises insider stake; not materially market-moving.

The transaction is recorded as an acquisition (code A) of 813 units at $0, representing dividend equivalents credited to existing awards. Total reported beneficial ownership of 73,130 shares and an indirect 42,411.745 shares in a 401(k) are detailed, but this activity is administrative. There is no exercise, sale, or cash consideration that would directly affect liquidity or signal an immediate change in insider sentiment.

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^*

FOSTER MICHAEL J

(Last) (First) (Middle)

C/O SABRA HEALTH CARE REIT, INC.

1781 FLIGHT WAY

(Street)

TUSTIN CA 92782

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Sabra Health Care REIT, Inc. [ SBRA ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025

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	08/29/2025		A		813(1)	A	$0	73,130(2)	D
Common Stock								42,411.745	I	401(k) Plan

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. Represents stock units credited to the reporting person in the form of dividend equivalent payments on stock units previously granted to the reporting person that are outstanding under the Issuer's 2009 Performance Incentive Plan, calculated on the basis of the market value of the Issuer's common stock on the dividend payment date. These units will vest and become payable on the same terms as the original stock units to which they relate.

2. Includes 6,922 unvested stock units and 45,688 stock units that have vested but the payment of which has been deferred. Each stock unit represents the right to receive one share of the Issuer's Common Stock.

Remarks:

	/s/ Michael Costa, as Attorney-in-Fact	09/03/2025
	** 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 transaction did Michael J. Foster report on Form 4 for SBRA?

The filing reports the crediting of 813 stock units on 08/29/2025 as dividend-equivalent payments tied to prior performance stock units.

Did the Form 4 report a cash purchase or sale of SBRA shares by the director?

No. The 813 units were credited at a $0 price as dividend equivalents; no open-market purchase or sale was reported.

How many SBRA shares does the reporting person beneficially own after the transaction?

The report states beneficial ownership of 73,130 shares, which includes 6,922 unvested units and 45,688 vested units with deferred payment.

Is there any indirect ownership disclosed for the reporting person in SBRA?

Yes. The filing discloses 42,411.745 shares held indirectly through a 401(k) plan.

What plan governs the credited units mentioned in the Form 4?

The units are dividend equivalents related to awards outstanding under the issuer's 2009 Performance Incentive Plan.