SunLink (SSY) Form 4: Director Exits Direct Holdings After Merger Conversion

Rhea-AI Filing Summary

Insider dispositions and merger conversion reported for SunLink Health Systems, Inc. (SSY). Gene E. Burleson reported that on 08/14/2025 he disposed of 81,601 shares of SunLink common stock and an additional 10,000 shares that were held indirectly, leaving zero shares beneficially owned directly after the transactions. A director stock option for 5,000 shares (exercise price $1.79) was disposed/terminated in the same transaction.

The filing explains these changes arose at the effective time of a merger between SunLink and Regional Health Properties, Inc.: each five SunLink shares were converted into the right to receive 1.1330 shares of Regional common stock and one share of Series D 8% cumulative convertible redeemable participating preferred stock of Regional. The form was signed by power of attorney on 08/14/2025.

Positive

• None.

Negative

• Large disposals reported: 81,601 directly held shares and 10,000 indirectly held shares were disposed on 08/14/2025, leaving zero direct ownership.
• Director option terminated: A 5,000-share director stock option (exercise price $1.79) was reported as terminated in the merger.

Insights

Corporate Governance Expert

TL;DR: Significant insider disposals and option termination coinciding with a merger reduce direct insider holdings to zero.

The reporting shows a complete direct exit from SunLink common stock by the reporting person following the merger conversion mechanics described. The termination of a 5,000-share director option and the disposal of both directly and indirectly held shares are material ownership changes for governance monitoring. These are documented as resulting from the merger exchange, not routine open-market trades, which is an important distinction for review of related-party and post-merger governance structure.

Securities Analyst

TL;DR: Transactions reflect merger consideration and elimination of prior direct equity and option positions.

The Form 4 records disposals of 81,601 directly held shares and 10,000 indirectly held shares on 08/14/2025, and termination of a 5,000-share option. The filing states the share conversion ratio: five SunLink shares converted into 1.1330 Regional common shares plus one Series D preferred per five shares. For investors, these are significant changes in insider holdings tied to corporate reorganization rather than discrete sales.

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

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X

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^*

BURLESON GENE E

(Last) (First) (Middle)

320 ARGONNE DR

(Street)

ATLANTA GA 30305-2814

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
SUNLINK HEALTH SYSTEMS INC [ SSY ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/14/2025

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	08/14/2025		D		81,601	D	(1)	0	D
Common Stock	08/14/2025		D		10,000	D	(1)	0	I	Eugene E. Burleson Family Trust; Spouse as Trustee

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
Director Stock Option	$1.79	08/14/2025		D			5,000	09/10/2015	09/10/2025	Common Stock	5,000	$0	0(2)	D

Explanation of Responses:

1. At the effective time of the merger (the "Effective Time") between SunLink Health Systems, Inc. ("SunLink") and Regional Health Properties, Inc. ("Regional"), each five shares of Common Stock, no par value per share, of SunLink held by the Reporting Person prior to the Effective Time were converted into the right to receive (i) 1.1330 shares of Common Stock, no par value per share, of Regional, and (ii) one share of Series D 8% Cumulative Convertible Redeemable Participating Preferred Shares, no par value per share, of Regional.

2. This option was terminated in the merger.

	M. Timothy Elder, pursuant to a power of attorney	08/14/2025
	** 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.
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FAQ

What transactions did Gene E. Burleson report on Form 4 for SSY?

He reported disposals of 81,601 directly held SunLink common shares and 10,000 indirectly held shares on 08/14/2025, and the termination of a 5,000-share director option.

Why were the shares and option disposed of according to the filing?

The filing attributes the changes to a merger between SunLink and Regional Health Properties, where SunLink shares were converted into Regional securities under the stated conversion terms.

What conversion terms does the Form 4 disclose for the merger?

Each five SunLink common shares were converted into the right to receive 1.1330 shares of Regional common stock and one share of Series D 8% cumulative convertible redeemable participating preferred stock of Regional.

After the reported transactions, how many SunLink shares does the reporting person beneficially own?

The Form 4 reports zero shares beneficially owned directly following the reported transactions.

When were these transactions reported?

The transactions and power of attorney signature are dated 08/14/2025.