Form 4: Director Cusack Receives Sabra Health Care REIT Stock Units

Sabra Health Care REIT Director Catherine Cusack was credited with 872 common stock units as dividend equivalent payments, increasing her total beneficial ownership to 72,148 units.

Summary

• Catherine Cusack, a Director of Sabra Health Care REIT, Inc. (SBRA), acquired 872 common stock units on November 28, 2025.
• These units were credited as dividend equivalent payments on previously granted stock units under the Issuer's 2009 Performance Incentive Plan.
• The units were acquired at a price of $0, indicating they are a form of compensation/dividend rather than a direct purchase.
• Following this transaction, Ms. Cusack beneficially owns a total of 72,148 common stock units.
• This total includes 4,921 unvested stock units and 52,727 stock units that have vested but payment has been deferred.
• The transaction was made pursuant to a Rule 10b5-1(c) plan.

Sentiment

Score: 7

Explanation: The filing indicates a routine, pre-planned acquisition of stock units by a director through dividend equivalent payments, which generally aligns director interests with shareholders. This is a standard compensation practice and does not suggest any negative operational or financial issues for the company.

Positives

• Director Catherine Cusack's beneficial ownership in Sabra Health Care REIT, Inc. increased by 872 common stock units, aligning her interests with shareholders.
• The acquisition of stock units through dividend equivalent payments demonstrates continued director commitment and participation in the company's equity.
• The transaction was executed under a Rule 10b5-1(c) plan, indicating a pre-arranged and compliant transaction.

Negatives

• NA

Risks

• NA

Future Outlook

NA

Management Comments

• NA

Industry Context

This transaction reflects routine director compensation practices within the REIT sector, where equity-based awards and dividend equivalents are common mechanisms to align director interests with long-term shareholder value. It does not provide specific insights into broader industry trends or competitive positioning beyond standard governance practices.

Comparison to Industry Standards

• The practice of granting stock units as dividend equivalents to directors is a common compensation structure in publicly traded companies, including REITs, aligning director incentives with shareholder returns.
• The use of a Rule 10b5-1(c) plan for such transactions is standard practice for insiders to manage equity holdings compliantly and avoid accusations of trading on material non-public information.

Management Changes

Corporate Governance

Legal Proceedings

• NA

Related Party Transactions

• Acquisition of 872 common stock units by Director Catherine Cusack as dividend equivalent payments on previously granted stock units, representing a routine compensation-related transaction with a related party.

Stakeholder Impact

• Shareholders: The transaction increases director equity ownership, which generally aligns director interests with shareholder value creation.
• Employees: No direct impact mentioned.
• Customers: No direct impact mentioned.
• Suppliers: No direct impact mentioned.
• Creditors: No direct impact mentioned.

Next Steps

• The acquired stock units will vest and become payable on the same terms as the original stock units to which they relate.

Key Dates

Recommendation

This Form 4 reports a routine, pre-planned acquisition of stock units by a director as part of their compensation, specifically dividend equivalent payments. It does not contain any new material information regarding the company's operational performance, financial health, or strategic direction that would warrant a change in investment recommendation. Therefore, a 'hold' recommendation is appropriate as this filing simply reflects standard corporate governance and compensation practices.

Keywords

Sabra Health Care REIT, SBRA, Form 4, insider transaction, director compensation, stock units, dividend equivalent, beneficial ownership, 10b5-1 plan