CNL Healthcare Properties, Inc.·4

Mar 11, 6:42 PM ET

Mauldin Stephen H 4

4 · CNL Healthcare Properties, Inc. · Filed Mar 11, 2026

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CNL Healthcare — Stephen Mauldin (CEO) Sells 6,133 Shares

What Happened Stephen H. Mauldin, Vice Chairman of the Board, President and CEO of CNL Healthcare Properties, disposed of 6,133 shares of CNL common stock as part of the company’s merger closing on March 10, 2026. Per the merger terms, each CNL share was converted into 0.1318 shares of Sonida Senior Living, Inc. (SNDA) plus cash in lieu of fractional shares, and an additional $2.32 per CNL share was paid on March 11. The filing values the consideration at $4.74 per CNL share, implying total consideration of roughly $29,070 for the 6,133 shares. This was a disposition in connection with an M&A transaction (not an open‑market sale).

Key Details

  • Transaction date: March 10, 2026 (disposition to issuer under the Merger Agreement); additional cash payment on March 11, 2026.
  • Consideration: 0.1318 SNDA shares per CNL share + cash in lieu of fractional shares (paid March 10) and $2.32 cash per CNL share (paid March 11); $4.74 total consideration per share.
  • Shares disposed: 6,133; estimated SNDA shares received ≈ 808.3 (plus cash in lieu of any fractions).
  • Estimated total consideration: ≈ $29,070.
  • Shares owned after transaction: not specified in the Form 4.
  • Filing timeliness: Form 4 filed March 11, 2026 (one day after the disposition date), consistent with timely reporting requirements.
  • Footnotes: Disposition occurred pursuant to the Agreement and Plan of Merger dated Nov 4, 2025; consideration based on Closing VWAP for the 10‑day period ending March 6, 2026 and subject to the merger’s collar mechanism.

Context This transaction is a disposition tied to the company’s merger and is a corporate transaction rather than a voluntary open‑market sale by the insider. Such conversions in M&A commonly involve stock of the acquiring company plus cash and do not by themselves indicate the insider’s view of future company prospects.

Insider Transaction Report

Form 4Exit
Period: 2026-03-10
Mauldin Stephen H
DirectorSee Remarks
Transactions
  • Disposition to Issuer

    Common Stock

    [F1][F2]
    2026-03-106,1330 total
Footnotes (2)
  • [F1]These shares were disposed of pursuant to the Agreement and Plan of Merger, dated as of November 4, 2025, by and among CNL Healthcare Properties, Inc. (the Company ), Sonida Senior Living, Inc. ("SNDA"), SSL Sparti LLC, a wholly owned subsidiary of SNDA ("Holdco"), SSL Sparti Property Holdings Inc., a wholly owned subsidiary of Holdco (f/k/a Sparti Merger Sub, Inc.), and CHP Merger Corp., a wholly owned subsidiary of the Company (as amended from time to time, the "Merger Agreement"). In connection with the closing of the transactions contemplated by the Merger Agreement, for each share of the Company's common stock held by the reporting person, the reporting person received (i) on March 10, 2026, 0.1318 of a share of SNDA common stock and cash in lieu of fractional shares and (ii) on March 11, 2026, $2.32 in cash,
  • [F2](Continued from footnote 1) for a total consideration of $4.74 per share based on the Closing VWAP (as defined in the Mer-ger Agreement) for the ten-day period ending on March 6, 2026 and subject to the collar mechanism described therein.
Signature
/s/Stephen H. Mauldin|2026-03-11

Documents

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    ownership.xmlPrimary

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