Bailey Tabitha 4
4 · SONIDA SENIOR LIVING, INC. · Filed Apr 10, 2026
Research Summary
AI-generated summary of this filing
Sonida (SNDA) SVP Tabitha Bailey Receives PSU Award, Sells Shares
What Happened
Tabitha Bailey, SVP and Chief Legal Officer of Sonida Senior Living, had 402 shares withheld on December 9, 2025 to satisfy tax withholding upon vesting (disposition valued at $12,233). On February 23, 2026 she was granted 55,000 performance stock units (PSUs) as a derivative award (no cash price paid at grant).
Key Details
- Transactions:
- 2025-12-09 — 402 shares withheld (disposition) at $30.43/share for tax withholding; total $12,233. (Code F)
- 2026-02-23 — 55,000 PSUs granted at $0.00 (derivative award). (Code A)
- Shares owned after the transactions: Not specified in this Form 4.
- Footnotes of note:
- F1: The 402 shares were withheld to satisfy tax withholding obligations upon vesting.
- F2: Separately, 5,315 PSUs (not included in the 55,000) may vest 0%–150% after 2027 based on financial goals and Compensation Committee certification.
- F3: The 55,000 PSUs are contingent on (a) shareholder approval to increase the 2019 Plan reserve and (b) closing the announced merger with CNL Healthcare; between 33% and 100% of target PSUs may vest during the performance period (Feb 23, 2027–Feb 23, 2030) subject to stock-price hurdles and a possible 30-day extension.
- Filing timeliness: Report filed 2026-04-10 covering a 2025-12-09 transaction — this is late relative to the typical 2-business-day Form 4 deadline, delaying public disclosure.
Context
PSUs are contingent awards (derivatives) that do not represent immediate share ownership; they convert to shares only if specified conditions (plan amendment, merger close, performance/price targets) are met during the performance period. The December transaction was a routine tax-withholding disposition, not an open-market sale. No purchase (cash outlay) occurred in these filings.
Insider Transaction Report
- Tax Payment
Common Stock
[F1][F2]2025-12-09$30.43/sh−402$12,233→ 14,913 total - Award
Performance Units
[F3]2026-02-23+55,000→ 55,000 total→ Common Stock (55,000 underlying)
Footnotes (3)
- [F1]Represents shares that were withheld upon vesting of restricted stock to satisfy tax withholding obligations.
- [F2]Not included in this amount are 5,315 performance stock units ("PSUs"), which are eligible to vest from 0% to 150% following the end of 2027. Vesting for the award is subject to the Issuer's (as defined below) achievement of certain financial goals and certification by the Compensation Committee.
- [F3]Represents an award of PSUs representing a contingent right to receive one share of common stock, par value $0.01 per share ("Common Stock"), of Sonida Senior Living, Inc. (the "Issuer") per PSU, which is conditional upon the Issuer's stockholders approving an amendment to the 2019 Plan (as defined below) to increase the share reserve under the 2019 Plan and the closing of the Issuer's previously announced merger with CNL Healthcare Properties, Inc. Between 33% and 100% of the target number of PSUs granted, which were granted under the Sonida Senior Living, Inc. 2019 Omnibus Stock and Incentive Plan, as amended (the "2019 Plan"), are eligible to vest during a three-year period beginning on February 23, 2027 and ending on February 23, 2030 (the "Performance Period"), subject to a potential 30-day extension as set forth in the award agreement, based on the Issuer's Common Stock achieving specified prices per share during the Performance Period.