Form 4: Sonida Senior Living CIO Receives New RSU Grant

Max Levy, Chief Investment Officer of Sonida Senior Living, was granted 8,482 restricted stock units as part of a long-term incentive plan.

Summary

• Max Levy, the Senior Vice President and Chief Investment Officer, was granted 8,482 restricted stock units (RSUs) on April 17, 2026.
• The RSUs are scheduled to vest in three equal annual installments beginning one year from the grant date.
• Following this transaction, Levy directly owns 103,487 shares of common stock.
• The reporting person also holds 24,415 performance-based RSUs that are not included in the direct ownership total, which are eligible to vest between 0% and 150% based on financial goals through 2028.

Sentiment

Score: 6

Explanation: StockSavvy.ai views this as slightly positive due to the high level of performance-contingent equity, which suggests management is confident in meeting future financial targets.

Positives

• Executive incentives are aligned with shareholder interests through a three-year vesting schedule.
• Performance-based RSUs include a multiplier of up to 150%, incentivizing management to exceed financial targets.
• The Chief Investment Officer maintains a significant equity stake in the company with over 100,000 shares owned directly.

Negatives

• The issuance of new shares upon vesting will result in minor dilution for existing shareholders.

Risks

• Vesting of performance-based units is contingent upon the company meeting specific financial goals which are not guaranteed.
• The ultimate value of the compensation is subject to market volatility and the company's stock price performance.

Future Outlook

The company is utilizing a mix of time-based and performance-based equity to retain key leadership and drive financial performance through at least 2028.

Management Comments

• The grant will vest equally over a three-year period on each anniversary of the grant date.
• Vesting for the award is subject to the Issuer's achievement of certain financial goals and certification by the Compensation Committee.

Industry Context

StockSavvy.ai notes that equity-based compensation is a standard mechanism in the senior living and REIT-adjacent sectors to ensure management remains focused on long-term portfolio value and operational efficiency.

Comparison to Industry Standards

• A three-year ratable vesting schedule is consistent with standard executive compensation practices in the S&P 600 and mid-cap healthcare sectors.
• The use of performance-based RSUs with a 0-150% payout range aligns with best practices for pay-for-performance corporate governance.

Stakeholder Impact

• Shareholders are impacted by the potential dilution of approximately 8,482 shares plus performance units over the next three years.
• Employees and management are incentivized by the performance-linked nature of the long-term incentive plan.

Next Steps

• First tranche of the 8,482 RSUs will vest on April 17, 2027.
• Compensation Committee certification of financial goals for performance units following the 2027 and 2028 fiscal years.

Key Dates

Recommendation

This filing is a routine disclosure of executive compensation and does not provide new material information regarding the company's underlying fundamentals or a change in strategic direction.

Keywords

Sonida Senior Living, SNDA, Max Levy, Insider Trading, Restricted Stock Units, Executive Compensation, Senior Living