Form 4: Sabra Health Care REIT CEO Richard Matros Reports Acquisition of Stock Units from Dividend Equivalents

Sabra Health Care REIT's Chair, CEO, and President, Richard K. Matros, reported the acquisition of 14,197 common stock units through dividend equivalent payments, increasing his direct beneficial ownership to 841,437 units.

Summary

• Richard K. Matros, Chair, CEO, and President of Sabra Health Care REIT, Inc. (SBRA), acquired 14,197 common stock units.
• These units were credited as dividend equivalent payments on previously granted stock units under the Issuer's 2009 Performance Incentive Plan.
• The acquisition occurred on May 30, 2025, at a price of $0 per unit.
• Following this transaction, Mr. Matros directly beneficially owns 841,437 stock units, which will settle one-for-one into shares of common stock.
• Additionally, Mr. Matros indirectly beneficially owns 1,624,750 shares through the R&A Matros Revocable Trust.
• The acquired units will vest and become payable on the same terms as the original stock units to which they relate.

Sentiment

Score: 5

Explanation: The document is a routine Form 4 filing detailing a compensation-related stock unit acquisition. It does not contain information that would significantly alter the company's financial outlook or operational performance, thus indicating a neutral sentiment.

Positives

• The acquisition of stock units through dividend equivalents indicates ongoing participation in the company's performance incentive plan.
• The increase in direct beneficial ownership (in the form of stock units) aligns management's interests with shareholders.

Negatives

• No specific negatives are identified in this routine compensation-related filing.

Risks

• The value of the stock units is tied to the market value of Sabra Health Care REIT's common stock, exposing the holder to market fluctuations.
• The vesting of these units is subject to the terms of the 2009 Performance Incentive Plan, which may include performance conditions or continued employment.

Future Outlook

The acquired stock units will vest and become payable on the same terms as the original stock units to which they relate, indicating future share issuance upon settlement.

Industry Context

This Form 4 filing is a routine disclosure of insider stock ownership changes, common across all publicly traded companies, including REITs. It reflects a standard component of executive compensation plans, where dividend equivalents are reinvested into additional stock units.

Corporate Governance

Related Party Transactions

• Richard K. Matros, as Chair, CEO, and President, is a related party. The transaction involves the acquisition of stock units as part of his compensation.
• Indirect beneficial ownership of 1,624,750 shares is held by the R&A Matros Revocable Trust, which is a related party.

Stakeholder Impact

• Shareholders: The transaction represents a component of executive compensation, which impacts dilution over time as units vest and convert to shares. It also aligns management incentives with shareholder value.
• Management/Employees: The transaction is a part of the CEO's compensation package, providing equity-based incentives.

Next Steps

• The acquired stock units will vest and become payable according to the terms of the 2009 Performance Incentive Plan.
• Upon settlement, these stock units will be paid out on a one-for-one basis in shares of Sabra Health Care REIT's Common Stock.

Key Dates

Keywords

Sabra Health Care REIT, SBRA, Richard K. Matros, Form 4, Insider Transaction, Stock Units, Dividend Equivalents, Executive Compensation, Beneficial Ownership, REIT