Form 4 for SNDA SONIDA SENIOR LIVING, INC.
Accepted 2023-07-05 00:00:00 ET · period of report 2023-06-29 · accession 0000895345-23-000404 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DMI | 2023-07-05 | 2023-06-29 | SNDA | Simanovsky Michael | Dir, 10% | A - Grant | $10.00 | +67.5K | 2.86M | +2% | +$675.0K |
| DMI | 2023-07-05 | 2023-07-03 | SNDA | Simanovsky Michael | Dir, 10% | M - OptEx | $10.00 | +600.0K | 248.1K | New | +$6.00M |
| DI | 2023-07-05 | 2023-06-29 | SNDA | Simanovsky Michael | Dir, 10% | A - Grant | — | -1.35M | 1.35M | -50% | — |
| DI | 2023-07-05 | 2023-07-03 | SNDA | Simanovsky Michael | Dir, 10% | M - OptEx | $0.00 | +600.0K | 750.0K | +400% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2023-06-29 | A | A | 6,734 | $10.00 | 188,287 | I See footnotes | — | — | (F1) These shares were issued by the Issuer as consideration for the Reporting Person's entry into the Conversant Commitment Agreement described in the Current Report on Form 8-K filed by the Issuer with the SEC on July 5, 2023 (the "Issuer 8-K"). (F6) Conversant GP is the general partner of Investor B and Conversant Capital is the investment manager to Investor B. Mr. Simanovsky is the managing member of Conversant Capital and Conversant GP. By virtue of these relationships, Mr. Simanovsky, Conversant Capital, and Conversant GP may be deemed a beneficial owner of the securities held by Investor B. Mr. Simanovsky, Conversant Capital, and Conversant GP each disclaims beneficial ownership of the securities held by Investor B except to the extent of his or its pecuniary interest therein. (F5) Shares are held by Investor B (F2) This Form 4 is being filed jointly by Michael Simanovsky, a United States citizen; Conversant Capital LLC, a Delaware limited liability company ("Conversant Capital"); Conversant GP Holdings LLC, a Delaware limited liability company ("Conversant GP"); Conversant Dallas Parkway (A) LP, a Delaware limited partnership ("Investor A"); and Conversant Dallas Parkway (B) LP, a Delaware limited partnership ("Investor B") (collectively the filing persons are the "Reporting Persons"). |
| 2 | Common | Common Stock | 2023-06-29 | A | A | 60,766 | $10.00 | 2,864,694 | I See footnotes | — | — | (F1) These shares were issued by the Issuer as consideration for the Reporting Person's entry into the Conversant Commitment Agreement described in the Current Report on Form 8-K filed by the Issuer with the SEC on July 5, 2023 (the "Issuer 8-K"). (F3) Shares are held by Investor A. (F4) Conversant GP is the general partner of Investor A and Conversant Capital is the investment manager to Investor A. Mr. Simanovsky is the managing member of Conversant Capital and Conversant GP. By virtue of these relationships, Mr. Simanovsky, Conversant Capital, and Conversant GP may be deemed a beneficial owner of the securities held by Investor A. Mr. Simanovsky, Conversant Capital, and Conversant GP each disclaims beneficial ownership of the securities held by Investor A except to the extent of his or its pecuniary interest therein (F2) This Form 4 is being filed jointly by Michael Simanovsky, a United States citizen; Conversant Capital LLC, a Delaware limited liability company ("Conversant Capital"); Conversant GP Holdings LLC, a Delaware limited liability company ("Conversant GP"); Conversant Dallas Parkway (A) LP, a Delaware limited partnership ("Investor A"); and Conversant Dallas Parkway (B) LP, a Delaware limited partnership ("Investor B") (collectively the filing persons are the "Reporting Persons"). |
| 3 | Common | Common Stock | 2023-07-03 | M | A | 540,145 | $10.00 | 3,404,839 | I See footnotes | — | — | (F3) Shares are held by Investor A. (F4) Conversant GP is the general partner of Investor A and Conversant Capital is the investment manager to Investor A. Mr. Simanovsky is the managing member of Conversant Capital and Conversant GP. By virtue of these relationships, Mr. Simanovsky, Conversant Capital, and Conversant GP may be deemed a beneficial owner of the securities held by Investor A. Mr. Simanovsky, Conversant Capital, and Conversant GP each disclaims beneficial ownership of the securities held by Investor A except to the extent of his or its pecuniary interest therein (F2) This Form 4 is being filed jointly by Michael Simanovsky, a United States citizen; Conversant Capital LLC, a Delaware limited liability company ("Conversant Capital"); Conversant GP Holdings LLC, a Delaware limited liability company ("Conversant GP"); Conversant Dallas Parkway (A) LP, a Delaware limited partnership ("Investor A"); and Conversant Dallas Parkway (B) LP, a Delaware limited partnership ("Investor B") (collectively the filing persons are the "Reporting Persons"). |
| 4 | Common | Common Stock | 2023-07-03 | M | A | 59,855 | $10.00 | 248,142 | I See footnotes | — | — | (F6) Conversant GP is the general partner of Investor B and Conversant Capital is the investment manager to Investor B. Mr. Simanovsky is the managing member of Conversant Capital and Conversant GP. By virtue of these relationships, Mr. Simanovsky, Conversant Capital, and Conversant GP may be deemed a beneficial owner of the securities held by Investor B. Mr. Simanovsky, Conversant Capital, and Conversant GP each disclaims beneficial ownership of the securities held by Investor B except to the extent of his or its pecuniary interest therein. (F5) Shares are held by Investor B (F2) This Form 4 is being filed jointly by Michael Simanovsky, a United States citizen; Conversant Capital LLC, a Delaware limited liability company ("Conversant Capital"); Conversant GP Holdings LLC, a Delaware limited liability company ("Conversant GP"); Conversant Dallas Parkway (A) LP, a Delaware limited partnership ("Investor A"); and Conversant Dallas Parkway (B) LP, a Delaware limited partnership ("Investor B") (collectively the filing persons are the "Reporting Persons"). |
| 5 | Derivative | Equity Commitment | 2023-06-29 | A | D | 1,350,000 | — | 1,350,000 | I See footnotes | $10.00 · 2023-06-29 to 2024-12-29 | 1,350,000 Common Stock | (F7) On June 29, 2023, Investor A and Investor B entered into the Conversant Commitment Agreement, jointly agreeing to buy up to 1,350,000 shares of Common Stock at $10 per share in cash upon the Issuer's notification pursuant to and subject to the terms and conditions of the Conversant Commitment Agreement described in and filed as an exhibit to the Issuer 8-K. (F6) Conversant GP is the general partner of Investor B and Conversant Capital is the investment manager to Investor B. Mr. Simanovsky is the managing member of Conversant Capital and Conversant GP. By virtue of these relationships, Mr. Simanovsky, Conversant Capital, and Conversant GP may be deemed a beneficial owner of the securities held by Investor B. Mr. Simanovsky, Conversant Capital, and Conversant GP each disclaims beneficial ownership of the securities held by Investor B except to the extent of his or its pecuniary interest therein. (F4) Conversant GP is the general partner of Investor A and Conversant Capital is the investment manager to Investor A. Mr. Simanovsky is the managing member of Conversant Capital and Conversant GP. By virtue of these relationships, Mr. Simanovsky, Conversant Capital, and Conversant GP may be deemed a beneficial owner of the securities held by Investor A. Mr. Simanovsky, Conversant Capital, and Conversant GP each disclaims beneficial ownership of the securities held by Investor A except to the extent of his or its pecuniary interest therein |
| 6 | Derivative | Equity Commitment | 2023-07-03 | M | A | 600,000 | $0.00 | 750,000 | I See footnotes | $10.00 · 2023-06-29 to 2024-12-29 | 600,000 Common Stock | (F6) Conversant GP is the general partner of Investor B and Conversant Capital is the investment manager to Investor B. Mr. Simanovsky is the managing member of Conversant Capital and Conversant GP. By virtue of these relationships, Mr. Simanovsky, Conversant Capital, and Conversant GP may be deemed a beneficial owner of the securities held by Investor B. Mr. Simanovsky, Conversant Capital, and Conversant GP each disclaims beneficial ownership of the securities held by Investor B except to the extent of his or its pecuniary interest therein. (F4) Conversant GP is the general partner of Investor A and Conversant Capital is the investment manager to Investor A. Mr. Simanovsky is the managing member of Conversant Capital and Conversant GP. By virtue of these relationships, Mr. Simanovsky, Conversant Capital, and Conversant GP may be deemed a beneficial owner of the securities held by Investor A. Mr. Simanovsky, Conversant Capital, and Conversant GP each disclaims beneficial ownership of the securities held by Investor A except to the extent of his or its pecuniary interest therein |