Was the 7,010-share SNDA disposition by the CEO an open-market sale?

The 7,010-share transaction was not an open-market sale. Footnotes explain these shares were withheld upon vesting of restricted stock solely to satisfy tax withholding obligations, meaning the shares went back to the issuer rather than being sold on the open market.

Sonida Senior Living (SNDA) CEO gets RSU grant and tax share withholding

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Sonida Senior Living, Inc. reported that President & CEO Brandon Ribar received an equity grant and had shares withheld for taxes. On April 17, 2026, he acquired 23,023 shares of common stock at $0.00 per share as a grant of restricted stock units that will vest in equal installments over three years on each anniversary of the grant date. On April 5, 2026, 7,010 shares were disposed of at $32.18 per share to satisfy tax withholding obligations upon vesting of previously awarded restricted stock, which is not an open-market sale. After these transactions, he directly owned 306,898 shares of common stock. Footnotes also state he holds additional performance-based RSUs that may vest after the end of 2027 and 2028 based on the company’s financial performance and Compensation Committee certification.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Ribar Brandon

Role President & CEO

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	23,023	$0.00	--
Tax Withholding	Common Stock	7,010	$32.18	$226K

Holdings After Transaction: Common Stock — 306,898 shares (Direct, null)

Footnotes (1)

Represents shares that were withheld upon vesting of restricted stock to satisfy tax withholding obligations. Reflects a grant of restricted stock units ("RSUs") that was made to the reporting person on April 17, 2026 and that will vest equally over a three-year period on each anniversary of the grant date. Not included in this amount are (i) 23,384 performance-based RSUs which are eligible to vest from 0% to 150% following the end of 2027 and (ii) 34,535 performance-based RSUs which are eligible to vest from 0% to 150% following the end of 2028. Vesting for the award is subject to the Issuer's achievement of certain financial goals and certification by the Compensation Committee.

Key Figures

RSU grant: 23,023 shares Tax withholding shares: 7,010 shares Tax withholding price: $32.18 per share +3 more

6 metrics

RSU grant 23,023 shares Restricted stock unit grant on April 17, 2026

Tax withholding shares 7,010 shares Shares withheld for tax obligations on April 5, 2026

Tax withholding price $32.18 per share Value used for 7,010-share tax withholding transaction

Shares held after transactions 306,898 shares Direct common stock ownership after April 2026 transactions

Performance-based RSUs 2027 23,384 units Eligible to vest from 0% to 150% after end of 2027

Performance-based RSUs 2028 34,535 units Eligible to vest from 0% to 150% after end of 2028

Key Terms

restricted stock units ("RSUs"), performance-based RSUs, tax withholding obligations, Compensation Committee

4 terms

restricted stock units ("RSUs") financial

"Reflects a grant of restricted stock units ("RSUs") that was made to the reporting person"

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

performance-based RSUs financial

"23,384 performance-based RSUs which are eligible to vest from 0% to 150% following the end of 2027"

Performance-based restricted stock units (RSUs) are promises to deliver company shares to employees only if the business meets specific goals, such as revenue, profit, stock-price targets, or strategic milestones. For investors, they matter because they change future share supply and align management incentives with company results—like a salesperson whose bonus only pays out when sales targets are hit—so they can affect earnings, dilution, and confidence in leadership.

tax withholding obligations financial

"shares that were withheld upon vesting of restricted stock to satisfy tax withholding obligations"

Compensation Committee financial

"Vesting for the award is subject to the Issuer's achievement of certain financial goals and certification by the Compensation Committee"

A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.

Form 4 Insider Transactions: What Each Field Means →

04/22/2026 - 09:20 PM

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^*

Ribar Brandon

(Last)

(First)

(Middle)

14755 PRESTON ROAD

SUITE 810

(Street)

DALLAS

TEXAS

75254

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
SONIDA SENIOR LIVING, INC. [ SNDA ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/05/2026

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

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

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

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/05/2026		F		7,010⁽¹⁾	D	$32.18	283,875	D
Common Stock	04/17/2026		A		23,023⁽²⁾	A	$0	306,898⁽³⁾	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents shares that were withheld upon vesting of restricted stock to satisfy tax withholding obligations.

2. Reflects a grant of restricted stock units ("RSUs") that was made to the reporting person on April 17, 2026 and that will vest equally over a three-year period on each anniversary of the grant date.

3. Not included in this amount are (i) 23,384 performance-based RSUs which are eligible to vest from 0% to 150% following the end of 2027 and (ii) 34,535 performance-based RSUs which are eligible to vest from 0% to 150% following the end of 2028. Vesting for the award is subject to the Issuer's achievement of certain financial goals and certification by the Compensation Committee.

Remarks:

	/s/ Brandon Ribar	04/22/2026
	** 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).
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did SNDA CEO Brandon Ribar report on this Form 4?

Brandon Ribar reported one equity grant and one tax-related share disposition. He received 23,023 restricted stock units on April 17, 2026, and 7,010 shares were withheld on April 5, 2026 to cover tax obligations related to vesting stock awards.

How many SNDA shares does CEO Brandon Ribar hold after these transactions?

Following the April 2026 transactions, Brandon Ribar directly holds 306,898 shares of Sonida Senior Living common stock. This figure reflects his position after receiving 23,023 granted shares and having 7,010 shares withheld to satisfy tax withholding obligations on vesting restricted stock.

What are the terms of the 23,023 RSU grant reported by SNDA’s CEO?

The 23,023-share grant is a restricted stock unit award made on April 17, 2026. It vests in three equal annual installments on each anniversary of the grant date, aligning the CEO’s compensation with longer-term company performance and retention over that period.

Does SNDA’s CEO have additional performance-based RSUs beyond this Form 4 amount?

Yes. Footnotes state he also holds 23,384 performance-based RSUs tied to results through the end of 2027 and 34,535 performance-based RSUs tied to results through the end of 2028, with vesting contingent on financial goals and Compensation Committee certification.

How should investors interpret the mixed acquire and dispose codes in this SNDA Form 4?

The acquire code reflects an equity compensation grant, while the dispose code reflects tax withholding. The grant increases the CEO’s economic stake, and the tax-related disposition is a routine, non-market mechanism rather than an indicator of discretionary selling activity.