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Sonida Senior Living, Inc. filings document a Delaware senior living company with common stock listed on the NYSE under SNDA. The record includes Form 8-K reports for operating results, investor presentations, material agreements, capital-structure changes, and the completed CNL Healthcare Properties merger.
Proxy and governance filings describe annual meeting matters, director elections, auditor ratification, advisory executive compensation votes, equity incentive plan amendments, board composition and committee appointments. Capital disclosures include preferred stock conversion, warrant amendments and financing arrangements tied to the company’s senior housing portfolio.
Sonida Senior Living, Inc. entered into a new $380.0 million senior secured term loan with Ally Bank, referred to as the 2026 Ally Term Loan, which amends and restates its prior term loan agreement. The company will incur a 0.75% closing fee, or $2.85 million.
The facility permits an initial advance of $372.5 million secured by 28 communities, including 19 previously financed communities and 9 communities acquired in March 2026 through the merger with CNL Healthcare Properties, Inc. A further $7.5 million draw becomes available upon meeting specified debt yield and debt service coverage ratio requirements. The term loan has a 5-year maturity with two 12‑month extension options, bears interest at one‑month SOFR plus 1.85%, and requires interest‑only payments during the initial 5‑year term. As of August 7, 2026, $122.0 million was outstanding under the existing Ally term loan, which had a 2028 maturity.
Sonida Senior Living, Inc. reported that Capital International Investors, a division of Capital Research and Management Company and affiliated investment management entities, is the beneficial owner of 3,291,753 shares of Sonida Senior Living common stock. This represents 7.0% of the 47,346,257 shares believed to be outstanding.
Capital International Investors has sole voting power and sole dispositive power over all 3,291,753 shares, with no shared voting or dispositive power reported. The filing notes that another person, including SMALLCAP World Fund, Inc., may have the right to receive dividends or sale proceeds with respect to more than 5% of the class.
Sonida Senior Living, Inc. reports a complex, Rule 16b-3–approved restructuring of securities associated with Conversant Capital–related investors. On August 10, 2026, previously reported March 11, 2026 actions were unwound, including the conversion of Series A Convertible Preferred Stock into 1,601,505 shares of Common Stock and the prior amendment reducing the Series A conversion price to $32 per share. Restored Series A Preferred (with a $40 conversion price) held by Investor A and Investor B was exchanged for newly authorized Series B Convertible Preferred Stock with a $32 conversion price, and all Series B shares were then immediately converted into 1,601,505 shares of Common Stock. The securities are held indirectly by Conversant Dallas Parkway (A) LP and (B) LP, with Conversant GP Holdings LLC, Conversant Capital LLC, and Michael Simanovsky potentially deemed beneficial owners, each disclaiming beneficial ownership beyond their pecuniary interest.
Sonida Senior Living, Inc.’s common stock is the subject of this amended beneficial ownership report by Conversant Capital LLC and affiliated funds and entities. The reporting group, including various Conversant Dallas Parkway vehicles, CPIF funds, Conversant GP Holdings, Conversant Private GP and Michael J. Simanovsky, reports beneficial ownership of 15,637,124 shares of common stock, including 1,031,250 shares issuable upon exercise of warrants, representing 32.3% of the class. These percentages are based on 47,367,303 shares outstanding as of June 5, 2026 plus the warrant shares held by certain Conversant vehicles.
The filing updates the purpose-of-transaction disclosure to reflect an equity financing and a Conversion and Extension Agreement covering 41,250 shares of Series A Preferred Stock and warrants for 1,031,250 common shares, with the preferred stock conversion price reduced from $40.00 to $32.00 per share. After a stockholder complaint raised questions about the validity of earlier Delaware filings and the related conversion, Sonida, Investor A and Investor B entered into an Exchange Agreement. Sonida designated and issued 41,250 shares of Series B Convertible Preferred Stock with substantially identical terms but a $32.00 conversion price, received the previously issued "Subject Shares" back, and then converted all Series B shares into 1,601,505 shares of common stock, with no cash consideration and no changes to the warrants. Certificates of correction and a new Certificate of Elimination were filed in Delaware to eliminate both Series A and Series B preferred stock after conversion.
Sonida Senior Living, Inc. reports that it has entered into an Exchange Agreement with Conversant Dallas Parkway (A) LP and (B) LP to resolve uncertainty related to an earlier conversion of its Series A Convertible Preferred Stock. The company filed certificates of correction in Delaware to nullify and void a prior Series A certificate amendment and portions of a prior certificate of elimination, then designated 41,250 shares of new Series B Convertible Preferred Stock with substantially identical terms but a $32.00 per share conversion price. It issued 41,250 Series B shares to the investors in exchange for the previously issued common shares and any remaining Series A preferred, and then converted the Series B shares into 1,601,505 shares of common stock. No additional cash payment was made and the 1,031,250 warrants at $40.00 per share remain unchanged. After the conversion, Sonida eliminated both the Series A and Series B preferred series, and the parties filed a notice of voluntary dismissal of the related stockholder complaint.
Sonida Senior Living, Inc. completed the acquisition of CNL Healthcare Properties, Inc. in March 2026, recording a preliminary purchase price of $1.76 billion, including $771.8 million of stock, $404.4 million of cash to CHP shareholders and $565.9 million of CHP debt settlement, and recognizing $52.7 million of goodwill and $186.2 million of intangible assets.
For the quarter ended June 30 2026, total revenues rose to $207.6 million from $93.5 million a year earlier, driven by the enlarged portfolio, while net loss attributable to common shareholders widened to $24.5 million from $3.0 million. For the first half of 2026, revenues were $330.3 million and net loss attributable to common shareholders was $85.9 million, including $30.9 million of transaction, transition and restructuring costs and a deemed dividend on preferred stock conversion.
Total assets increased to $2.55 billion and debt to $1.58 billion, supported by new revolving and term loan facilities and a 364‑day bridge facility. Operating cash flow for the first six months was $(27.2) million, while cash, cash equivalents and restricted cash increased to $65.5 million at June 30 2026.
Sonida Senior Living, Inc. reported second-quarter 2026 results reflecting rapid post-acquisition scale-up and continued operating improvement alongside sizeable GAAP losses. Total revenues were $207.6 million for the quarter and $330.3 million for the first six months of 2026, up sharply year over year as the CNL Healthcare Properties (CHP) acquisition closed in March. For Q2, net loss attributable to common shareholders was $24.5 million, or $(0.52) per share, and for the first half it was $85.9 million, or $(2.39) per share, as higher depreciation, interest expense and transaction costs weighed on results.
Non-GAAP metrics showed stronger performance. Q2 Same-Store Net Operating Income was $51.5 million, up 16.9% versus the prior-year pro forma period, with Same-Store NOI margin expanding 250 basis points to 32.6%. Same-Store weighted average occupancy rose 240 basis points to 87.8%, and RevPOR increased 4.9% to $5,372, illustrating both volume and pricing gains. Q2 Adjusted EBITDA reached $50.0 million, a 30.0% increase over pro forma Q2 2025, and Normalized FFO was $23.7 million, or $0.48 per share.
The company significantly expanded its balance sheet through the CHP transaction, with total assets of $2.55 billion and long-term debt of $1.56 billion at June 30, 2026. Operating cash flow for the first half was $(27.2) million, while investing outflows of $922.9 million and financing inflows of $985.3 million reflected the acquisition and related capital structure changes. Subsequent to quarter end, Sonida entered a $380 million Ally Bank term loan, drawing $372.5 million at closing at an interest rate of SOFR plus 185 basis points, and used the proceeds to repay a $122 million Ally term loan, $170 million of bridge debt, and reduce its senior secured revolving credit facility by $70 million. Liquidity actions also included an at-the-market equity program, under which 671,732 shares were sold for $27.3 million in net proceeds.
Nikodemus Anton D. reported acquisition or exercise transactions in this Form 4 filing.
Sonida Senior Living granted Chief Operating Officer Anton D. Nikodemus new equity awards. He received 12,118 restricted stock units (RSUs) of common stock at no cost, scheduled to vest in equal installments over three years on each anniversary of the July 1, 2026 grant date.
He was also awarded 75,000 performance units (PSUs), each representing a contingent right to one share of common stock. Between 33% and 100% of these PSUs can vest during a performance period from February 23, 2027 to February 23, 2030, subject to possible 30-day extension, based on the company’s stock achieving specified price targets. Separately, 18,177 previously granted PSUs remain outstanding and are eligible to vest from 0% to 150% after the end of 2028 if financial goals are met and certified by the Compensation Committee.
SONIDA SENIOR LIVING, INC. filed an initial Form 3 for Chief Operating Officer Anton D. Nikodemus, formally identifying him as a reporting insider. The filing shows no share transactions, with buy, sell, acquire, and dispose counts all reported as zero in the transaction summary.
Harris Benjamin P reported acquisition or exercise transactions in this Form 4 filing.
Sonida Senior Living director Benjamin P. Harris received an equity grant of 7,124 shares of common stock in the form of restricted stock units. The award was granted on June 11, 2026 at a reported price of $0.00 per share as director compensation, not as an open-market purchase. According to the footnote, these RSUs will vest in full on June 11, 2027, provided he continues serving on the Board of Directors through that date. After this grant, Harris directly holds 16,306 shares of Sonida Senior Living common stock.