Form 4: Sabra Health Care REIT Exec's Stock Vesting & Tax Sales

Sabra Health Care REIT Executive VP Darrin Smith reported the vesting of performance-based stock units and subsequent tax-related share dispositions on January 8, 2026.

Summary

• Darrin Smith, Executive VP, CIO & Secretary of Sabra Health Care REIT, Inc. (SBRA), reported transactions on January 8, 2026.
• 13,710 shares of Common Stock vested, stemming from TSR units granted on December 27, 2022, under the Issuer's 2009 Performance Incentive Plan.
• The Compensation Committee determined that 200% of the target TSR units were earned, based on the Issuer's total stockholder return relative to a preselected peer group over a three-year period.
• The vested shares included 2,882 shares from dividend equivalent payments.
• Following the vesting, 5,432 shares were withheld by the Issuer at a price of $19.61 per share to satisfy tax withholding obligations related to the vesting and settlement of restricted stock units.
• An additional 4,963 shares were withheld by the Issuer at a price of $19.61 per share for tax withholding in connection with the payout of previously vested restricted stock units.
• Smith's direct beneficial ownership of Common Stock after these transactions is 105,191 shares, which includes 32,708 stock units payable one-for-one in Common Stock upon settlement.

Sentiment

Score: 8

Explanation: The filing indicates strong positive performance for the company's Total Stockholder Return relative to its peers, resulting in the vesting of executive performance units at 200% of target. While there were tax-related share dispositions, the underlying performance achievement is highly positive.

Positives

• The reporting person's performance-based stock units vested at 200% of the target, indicating strong company performance relative to its peer group.
• The vesting included 2,882 shares attributed to dividend equivalent payments, reflecting additional value accumulation.

Negatives

• A total of 10,395 shares of Common Stock were disposed of to cover tax withholding obligations, reducing the reporting person's direct beneficial ownership.

Future Outlook

This filing does not contain forward-looking statements or guidance regarding the company's future performance or outlook.

Industry Context

The vesting of performance-based equity awards is a standard component of executive compensation in the REIT sector, aligning management incentives with shareholder returns. The achievement of 200% of target for TSR units suggests strong relative performance within the healthcare REIT industry over the three-year performance period.

Comparison to Industry Standards

• The achievement of 200% of the target for Total Stockholder Return (TSR) units indicates superior performance compared to a preselected group of peer companies over the three-year performance period. This suggests Sabra Health Care REIT's TSR outperformed the majority of its comparable industry peers.

Stakeholder Impact

• Shareholders: The 200% achievement of TSR units suggests strong past performance and value creation for shareholders relative to industry peers over the three-year performance period.

Key Dates

Keywords

Sabra Health Care REIT, SBRA, Form 4, insider transaction, stock vesting, executive compensation, TSR units, restricted stock units, REIT