Sonida (NYSE: SNDA) CAO has 346 shares withheld to cover taxes

Rhea-AI Filing Summary

Sonida Senior Living SVP & Chief Accounting Officer Timothy Cober reported a routine tax-related share withholding. On the vesting of restricted stock, 346 shares of common stock were withheld on May 19, 2026 at $36.94 per share to satisfy tax withholding obligations. After this disposition, he directly holds 40,966 common shares.

In addition to these shares, Cober has 4,252 performance-based RSUs eligible to vest following the end of 2027 and 5,453 performance-based RSUs eligible to vest following the end of 2028, in each case from 0% to 150% based on financial goals certified by the Compensation Committee.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Cober Timothy

Role SVP & Chief Accounting Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	346	$36.94	$13K

Holdings After Transaction: Common Stock — 40,966 shares (Direct, null)

Footnotes (1)

1. Represents shares that were withheld upon vesting of restricted stock to satisfy tax withholding obligations. Not included in this amount are 4,252 performance-based RSUs which are eligible to vest from 0% to 150% following the end of 2027 and (ii) 5,453 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

Shares withheld for taxes: 346 shares Withholding price: $36.94 per share Shares held after transaction: 40,966 shares +2 more

5 metrics

Shares withheld for taxes 346 shares Tax-withholding disposition on May 19, 2026

Withholding price $36.94 per share Value used for tax withholding on vested restricted stock

Shares held after transaction 40,966 shares Direct common stock ownership after withholding

2027 performance-based RSUs 4,252 units Eligible to vest 0%–150% following end of 2027

2028 performance-based RSUs 5,453 units Eligible to vest 0%–150% following end of 2028

Key Terms

restricted stock, performance-based RSUs, tax withholding obligations, Compensation Committee

4 terms

restricted stock financial

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

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

performance-based RSUs financial

"Not included in this amount are 4,252 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

"Represents 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 →

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^*

Cober Timothy

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP & Chief Accounting Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/19/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	05/19/2026		F		346(1)	D	$36.94	40,966(2)	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. Represents shares that were withheld upon vesting of restricted stock to satisfy tax withholding obligations.

2. Not included in this amount are 4,252 performance-based RSUs which are eligible to vest from 0% to 150% following the end of 2027 and (ii) 5,453 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/ Timothy Cober	05/21/2026
	** 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)

FAQ

What did Sonida Senior Living (SNDA) executive Timothy Cober report in this Form 4?

Timothy Cober reported a tax-withholding disposition of Sonida Senior Living common stock. 346 shares were withheld upon restricted stock vesting on May 19, 2026 to cover tax obligations, a routine compensation-related event rather than an open-market trade.

How many Sonida Senior Living (SNDA) shares were withheld for taxes and at what price?

A total of 346 common shares of Sonida Senior Living were withheld to satisfy tax obligations at $36.94 per share. This reflects the fair value used for withholding on the restricted stock that vested on May 19, 2026.

How many Sonida Senior Living (SNDA) shares does Timothy Cober hold after this transaction?

Following the tax-withholding disposition, Timothy Cober directly holds 40,966 shares of Sonida Senior Living common stock. This figure reflects his remaining direct ownership after 346 shares were withheld upon vesting of restricted stock awards.

Was this Sonida Senior Living (SNDA) Form 4 an open-market sale by Timothy Cober?

No, this filing reports a tax-withholding disposition, not an open-market sale. Shares were withheld automatically when restricted stock vested, to satisfy tax obligations, a common administrative feature of equity compensation programs.

What performance-based RSUs does Timothy Cober have related to Sonida Senior Living (SNDA)?

Cober holds 4,252 performance-based RSUs eligible to vest after 2027 and 5,453 performance-based RSUs eligible to vest after 2028. Each award can vest from 0% to 150%, based on Sonida’s financial performance and Compensation Committee certification.

How are the performance-based RSUs for Sonida Senior Living (SNDA) determined for Timothy Cober?

The performance-based RSUs vest based on the Issuer's achievement of financial goals. After the performance period ending 2027 or 2028, the Compensation Committee certifies results, and between 0% and 150% of the 4,252 and 5,453 RSUs respectively may vest.