Form 4: CareTrust REIT CEO Reports Stock Vesting and Tax Sale

CareTrust REIT's President and CEO, David M. Sedgwick, reported the vesting of performance-based stock units and subsequent tax-related share disposition.

Summary

• David M. Sedgwick, President and CEO of CareTrust REIT, Inc. (CTRE), acquired 99,240 shares of common stock on January 31, 2026, through the vesting of relative total stockholder return-based stock units (TSR units).
• The TSR units, granted on December 31, 2022, vested at 200.00% of the target, based on the company's total stockholder return ranking among pre-selected peer companies over a three-year performance period.
• The acquired shares include 12,899 shares related to dividend equivalent payments.
• Concurrently, Mr. Sedgwick disposed of 114,274 shares of common stock on January 31, 2026, at a price of $37.34 per share, to cover tax withholding obligations arising from the vesting of the TSR units and previously granted restricted stock.
• Following these transactions, Mr. Sedgwick beneficially owns 431,109 shares of CareTrust REIT common stock.

Sentiment

Score: 8

Explanation: StockSavvy.ai views this filing positively due to the 200% vesting of performance-based units, indicating strong relative performance, while the tax-related share disposition is a neutral, expected event.

Positives

• The vesting of TSR units at 200.00% of target indicates strong performance by CareTrust REIT relative to its peer group over the three-year performance period.
• The acquisition of 99,240 shares through vesting demonstrates continued alignment of the CEO's interests with those of shareholders.

Negatives

• The disposition of 114,274 shares, while for tax withholding purposes, results in a reduction of the CEO's direct beneficial ownership.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction.

Industry Context

StockSavvy.ai notes that this filing is a routine insider transaction report, reflecting executive compensation vesting and associated tax obligations. It does not provide broader insights into industry trends or competitive positioning within the healthcare REIT sector.

Stakeholder Impact

• Shareholders: The vesting at 200% of target suggests strong executive performance and alignment with shareholder interests, though the net reduction in direct ownership due to tax sales is noted.

Key Dates

Keywords

CareTrust REIT, CTRE, David M. Sedgwick, Insider Transaction, Form 4, Stock Vesting, Executive Compensation, TSR Units, Beneficial Ownership