4Filed Aug 9, 8:00 PM ET

Sonida (SNDA) 10% Owner Michael Simanovsky Exercises Conversion

$SNDA · SONIDA SENIOR LIVING, INC.

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Sonida (SNDA) 10% Owner Michael Simanovsky Exercises Conversion

What Happened

  • Michael Simanovsky (a reported 10% owner and managing member of Conversant Capital; also a Sonida board member) effected a conversion/exercise that resulted in the issuance of 1,601,505 shares of Sonida common stock. The conversion was effected at $32.00 per share, for an aggregate cash value of $51,248,160.
  • The Form 4 shows related technical grant/disposition line items (38,742 and 2,508 share entries) that are part of the corporate correction/exchange steps; the net result reported is the 1,601,505-share conversion into common stock.

Key Details

  • Transaction date: August 10, 2026; exercise/conversion price: $32.00 per share.
  • Shares acquired by conversion: 1,601,505 common shares; total cash consideration paid: $51,248,160.
  • Post-transaction beneficial ownership (total shares owned after transaction) is not specified on the provided summary of the Form 4.
  • Notable footnotes: The filing corrects and unwinds a prior March 11, 2026 conversion/amendment and documents an Exchange Agreement under Exchange Act Rule 16b-3. The Reporting Persons include Michael Simanovsky, Conversant Capital, Conversant GP, and two investor partnerships; the securities are held by the investor partnerships.
  • Filing timeliness: Reported with the same transaction date (August 10, 2026), i.e., filed timely on the Form 4.

Context

  • This was a conversion of preferred shares (Series B, issued after a correction to Series A) into common stock—functionally an exercise/conversion of a derivative rather than an open-market buy or sell.
  • These steps were part of a corporate corrective process (restoring Series A, exchanging for Series B, then converting) approved under Rule 16b-3; they should be viewed as structural/corporate transactions rather than routine insider market buying or selling.
  • Because the Reporting Persons include institutional entities and Simanovsky via control relationships, this filing reflects institutional/insider conversion activity rather than a simple executive cash purchase.