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Sonida Senior Living insider gives up 100K shares

A Conversant Capital-related advisory relationship ended, removing 100,373 SNDA shares from the reporting group without any market sale.

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

SONIDA SENIOR LIVING, INC. (SNDA) reported that entities associated with Michael Simanovsky and Conversant Capital LLC recorded a restructuring-related disposition of 100,373 shares of common stock on September 2, 2026. The reduction did not involve a sale, but resulted from terminating a non-discretionary investment advisory relationship with a former limited partner of CPIF Sparti SAF, L.P., after which the reporting persons ceased to have any interest in any shares that may be held by that former limited partner. The filing also notes that Simanovsky and Conversant Capital may be deemed beneficial owners of securities held through several affiliated investment partnerships and aggregators, while disclaiming beneficial ownership beyond their pecuniary interests.

Positive

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Negative

  • None.
Insider Simanovsky Michael, Conversant Capital LLC
Role Director, 10% Owner | Director, 10% Owner
Type Security Shares Price Value
Other Common Stock F1 100,373 -- --
holding Common Stock F2, F3 -- -- --
holding Common Stock F2, F4 -- -- --
holding Common Stock F2, F5 -- -- --
holding Common Stock F2, F6 -- -- --
holding Common Stock F7, F8 -- -- --
holding Common Stock F7, F9 -- -- --
holding Common Stock F7, F10 -- -- --
Holdings After Transaction: Common Stock — 0 shares (Indirect, See footnote); Common Stock — 13,423,279 shares (Indirect, See footnotes)
Footnotes (10)
  1. F1. The reduction in shares set forth herein does not reflect a sale of these securities, but rather the termination of a non-discretionary investment advisory relationship between Conversant Capital LLC ("Conversant Capital") and a former limited partner of CPIF Sparti SAF, L.P., a Delaware limited partnership ("CPIF SAF"), which former limited partner previously received a distribution of shares of Common Stock in connection with its withdrawal from CPIF SAF. As a result of the termination of that advisory relationship, Conversant Capital and Michael Simanovsky (together, the "Reporting Persons") have ceased to have any interest in shares of Common Stock that may be held by such former CPIF SAF limited partner.
  2. F2. Conversant GP Holdings LLC ("Conversant GP") is the general partner of each of Conversant Dallas Parkway (A) LP, a Delaware limited partnership ("Investor A"), Conversant Dallas Parkway (B) LP, a Delaware limited partnership ("Investor B"), Conversant Dallas Parkway (D) LP, a Delaware limited partnership ("Investor D"), and Conversant Dallas Parkway (F) LP, a Delaware limited partnership ("Investor F"). Conversant Capital is the investment manager to each of Investor A, Investor B, Investor D, and Investor F. Mr. Simanovsky is the managing member of Conversant Capital and Conversant GP. By virtue of these relationships, each of Mr. Simanovsky and Conversant Capital may be deemed a beneficial owner of these securities, but each disclaims such beneficial ownership except to the extent of his or its pecuniary interest therein.
  3. F3. Securities are held by Investor A.
  4. F4. Securities are held by Investor B.
  5. F5. Securities are held by Investor D.
  6. F6. Securities are held by Investor F.
  7. F7. Conversant Private GP LLC ("Conversant Private GP") is the general partner of CPIF K Co-Invest SPT A, L.P., a Cayman Islands exempted limited partnership ("CPIF K"), Conversant PIF Aggregator A LP, a Delaware limited partnership ("Aggregator A") and CPIF SAF. Conversant Capital is the investment manager to each of Aggregator A, CPIF K and CPIF SAF. Mr. Simanovsky is the managing member of Conversant Capital and Conversant Private GP. By virtue of these relationships, each of Mr. Simanovsky and Conversant Capital may be deemed a beneficial owner of these securities, but each disclaims such beneficial ownership except to the extent of his or its pecuniary interest therein.
  8. F8. Securities are held by Aggregator A.
  9. F9. Securities are held by CPIF K.
  10. F10. Securities are held by CPIF SAF.
Common shares disposed (restructuring) 100,373 shares Reduction in common stock tied to advisory relationship termination on September 2, 2026
Transaction date September 2, 2026 Date of restructuring-related disposition of 100,373 SNDA shares
Reporting persons 2 Michael Simanovsky and Conversant Capital LLC reported on this Form 4
Restructuring transactions 1 One code J other acquisition or disposition transaction reported
non-discretionary investment advisory relationship financial
"The reduction in shares ... reflects the termination of a non-discretionary investment advisory relationship"
beneficial owner financial
"each of Mr. Simanovsky and Conversant Capital may be deemed a beneficial owner of these securities"
A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.
pecuniary interest financial
"each disclaims such beneficial ownership except to the extent of his or its pecuniary interest therein"
limited partner financial
"a former limited partner of CPIF Sparti SAF, L.P., a Delaware limited partnership"
A limited partner is an investor in a pooled investment vehicle—such as a private equity, venture capital, or real estate fund—who provides capital but does not take part in day‑to‑day management and whose financial responsibility is capped at the amount invested. For investors, being a limited partner matters because it defines how much control they have, how much risk they bear, and how returns are distributed; think of a limited partner as a silent co‑owner who shares in profits and losses while leaving operations to the fund managers.
Section 16 of the Securities Exchange Act of 1934 regulatory
"may be considered a director of the Issuer for purposes of Section 16 of the Securities Exchange Act of 1934"
A provision of federal securities law that requires company insiders—directors, officers and large shareholders—to publicly report their stock holdings and trades and to surrender any “short-swing” profits from purchases and sales within a six-month window. It acts like a rule that forces leaders to announce their trades and prevents quick buy-sell windfalls, giving investors transparency into insider activity and reducing opportunities for unfair gain.

FAQ

What insider transaction did SNDA disclose for September 2, 2026?

The filing reports a restructuring-related disposition of 100,373 shares of common stock tied to an advisory relationship ending with a former limited partner of CPIF Sparti SAF, L.P., rather than a market sale of shares.

Did the SNDA Form 4 report an open-market sale of 100,373 shares?

No. The Form 4 states the reduction in 100,373 shares does not reflect a sale, but the termination of a non-discretionary investment advisory relationship with a former limited partner of CPIF Sparti SAF, L.P..

How did the advisory relationship change affect SNDA share interests for the reporting persons?

After the advisory relationship with the former limited partner of CPIF SAF ended, Conversant Capital and Michael Simanovsky ceased to have any interest in any SNDA shares that may be held by that former limited partner.

Who are the reporting persons on the SNDA Form 4?

The reporting persons are Michael Simanovsky and Conversant Capital LLC. The remarks explain that, based on their relationships with Conversant Capital representatives on the board, each may be considered a director and ten percent owner for Section 16 purposes.

Does the SNDA insider transaction involve shares held through affiliated investment entities?

Yes. Footnotes describe shares held through entities such as Investor A, Investor B, Investor D, Investor F, Aggregator A, CPIF K and CPIF SAF, with Simanovsky and Conversant Capital potentially deemed beneficial owners but disclaiming ownership beyond pecuniary interests.

Was the SNDA insider transaction made under a Rule 10b5-1 trading plan?

No. The Form 4 indicates that no Rule 10b5-1 plan is reported in connection with the disclosed transactions.

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SEC Form 4
FORM 4UNITED 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*
Simanovsky Michael

(Last)(First)(Middle)
25 DEFOREST AVENUE
3RD FLOOR

(Street)
SUMMIT NEW JERSEY 10110

(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)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/02/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock09/02/2026J(1)100,373D(1)0ISee footnote(1)
Common Stock6,857,823ISee footnotes(2)(3)
Common Stock807,115ISee footnotes(2)(4)
Common Stock1,032,216ISee footnotes(2)(5)
Common Stock648,942ISee footnotes(2)(6)
Common Stock3,199,998ISee footnotes(7)(8)
Common Stock224,829ISee footnotes(7)(9)
Common Stock652,356ISee footnotes(7)(10)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
1. Name and Address of Reporting Person*
Simanovsky Michael

(Last)(First)(Middle)
25 DEFOREST AVENUE
3RD FLOOR

(Street)
SUMMIT NEW JERSEY 10110

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
1. Name and Address of Reporting Person*
Conversant Capital LLC

(Last)(First)(Middle)
25 DEFOREST AVENUE
3RD FLOOR

(Street)
SUMMIT NEW JERSEY 10110

(City)(State)(Zip)

UNITED STATES

(Country)

Relationship of Reporting Person(s) to Issuer
XDirectorX10% Owner
Officer (give title below)Other (specify below)
Explanation of Responses:
1. The reduction in shares set forth herein does not reflect a sale of these securities, but rather the termination of a non-discretionary investment advisory relationship between Conversant Capital LLC ("Conversant Capital") and a former limited partner of CPIF Sparti SAF, L.P., a Delaware limited partnership ("CPIF SAF"), which former limited partner previously received a distribution of shares of Common Stock in connection with its withdrawal from CPIF SAF. As a result of the termination of that advisory relationship, Conversant Capital and Michael Simanovsky (together, the "Reporting Persons") have ceased to have any interest in shares of Common Stock that may be held by such former CPIF SAF limited partner.
2. Conversant GP Holdings LLC ("Conversant GP") is the general partner of each of Conversant Dallas Parkway (A) LP, a Delaware limited partnership ("Investor A"), Conversant Dallas Parkway (B) LP, a Delaware limited partnership ("Investor B"), Conversant Dallas Parkway (D) LP, a Delaware limited partnership ("Investor D"), and Conversant Dallas Parkway (F) LP, a Delaware limited partnership ("Investor F"). Conversant Capital is the investment manager to each of Investor A, Investor B, Investor D, and Investor F. Mr. Simanovsky is the managing member of Conversant Capital and Conversant GP. By virtue of these relationships, each of Mr. Simanovsky and Conversant Capital may be deemed a beneficial owner of these securities, but each disclaims such beneficial ownership except to the extent of his or its pecuniary interest therein.
3. Securities are held by Investor A.
4. Securities are held by Investor B.
5. Securities are held by Investor D.
6. Securities are held by Investor F.
7. Conversant Private GP LLC ("Conversant Private GP") is the general partner of CPIF K Co-Invest SPT A, L.P., a Cayman Islands exempted limited partnership ("CPIF K"), Conversant PIF Aggregator A LP, a Delaware limited partnership ("Aggregator A") and CPIF SAF. Conversant Capital is the investment manager to each of Aggregator A, CPIF K and CPIF SAF. Mr. Simanovsky is the managing member of Conversant Capital and Conversant Private GP. By virtue of these relationships, each of Mr. Simanovsky and Conversant Capital may be deemed a beneficial owner of these securities, but each disclaims such beneficial ownership except to the extent of his or its pecuniary interest therein.
8. Securities are held by Aggregator A.
9. Securities are held by CPIF K.
10. Securities are held by CPIF SAF.
Remarks:
Michael Simanovsky, Conversant Capital's Managing Partner, and Robert T. Grove, a Principal of Conversant Capital, serve as members of the Issuer's board of directors. On the basis of the relationship between Messrs. Simanovsky and Grove and the Reporting Persons, each of the Reporting Persons may be considered a director of the Issuer for purposes of Section 16 of the Securities Exchange Act of 1934, as amended.
MICHAEL J. SIMANOVSKY By: Paul Dumaine, Attorney-in-fact for Michael J. Simanovsky09/04/2026
CONVERSANT CAPITAL LLC By: Paul Dumaine, General Counsel and Chief Compliance Officer09/04/2026
** Signature of Reporting PersonDate
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)

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