Detz Kevin 4
4 · SONIDA SENIOR LIVING, INC. · Filed Apr 10, 2026
Research Summary
AI-generated summary of this filing
Sonida (SNDA) CFO Kevin Detz Receives 185,000-Unit PSU Award
What Happened
Kevin Detz, Chief Financial Officer of Sonida Senior Living, was granted 185,000 performance stock units (PSUs) on 2026-02-23 (derivative award). The award is contingent and may convert to shares only if certain conditions are met (see details below). On 2026-03-09, 2,917 shares were withheld to satisfy tax withholding obligations at $36.64/share (value reported as $106,879). Also on 2026-03-09, 9,134 shares were disposed to the issuer for $0 — these represent forfeited performance-based restricted stock that did not fully meet performance targets.
Key Details
- Transactions and dates:
- 2026-02-23: Grant of 185,000 PSUs (derivative award; no cash paid).
- 2026-03-09: 2,917 shares withheld for taxes at $36.64/share (cashless withholding; $106,879).
- 2026-03-09: 9,134 shares disposed to issuer for $0 (forfeiture of previously reported performance-based restricted stock).
- Shares owned after transaction: Not specified in the Form 4 filing provided.
- Notable footnotes from the filing:
- Forfeiture: The 9,134-share disposition reflects forfeited performance-based restricted stock due to partial achievement of 2025 performance targets. (F1, F3)
- Contingent PSUs: The 185,000 PSUs are conditional on shareholder approval to increase the 2019 Plan reserve and the closing of a previously announced merger; vesting is tied to stock-price performance and occurs during a performance window (Feb 23, 2027–Feb 23, 2030), with between 33% and 100% of target eligible to vest depending on achievement (possible 30‑day extension). (F4)
- Additional awards: The filing notes 14,881 PSUs (separate) eligible to vest 0%–150% after 2027, not included in the 185,000 number. (F2)
- Timeliness: Filing dated 2026-04-10 for transactions with dates in Feb–Mar 2026 — marked as a late filing (L) in the report.
Context
- These PSUs are contingent performance awards, not immediate share purchases; vesting depends on both corporate events (plan amendment and merger) and stock-price performance targets, so they may never convert to shares.
- The 2,917-share withholding is a routine cashless tax withholding to satisfy taxes upon vesting; the 9,134-share disposal was a forfeiture and not a cash sale, so it does not reflect a CEO/CFO sale of shares for liquidity.
Insider Transaction Report
Form 4
Detz Kevin
EVP & Chief Financial Officer
Transactions
- Disposition to Issuer
Common Stock
[F1][F2]2026-03-09−9,134→ 183,030 total - Tax Payment
Common Stock
[F3][F2]2026-03-09$36.64/sh−2,917$106,879→ 180,113 total - Award
Performance Units
[F4]2026-02-23+185,000→ 185,000 total→ Common Stock (185,000 underlying)
Holdings
- 85(indirect: By Son)
Common Stock
- 85(indirect: By Daughter)
Common Stock
Footnotes (4)
- [F1]Represents shares of performance-based restricted stock that were previously reported as beneficially owned by the reporting person as of April 4, 2023, but were subsequently forfeited due to the Company only partially achieving the performance target with respect to such shares for fiscal 2025.
- [F2]Not included in this amount are 14,881 performance stock units ("PSUs") that 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 shares that were withheld upon vesting of restricted stock to satisfy tax withholding obligations.
- [F4]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.
Signature
/s/ Kevin Detz|2026-04-09