Conversant funds buy 3,739,716 Sonida Senior (NYSE: SNDA) shares
Rhea-AI Filing Summary
Sonida Senior Living’s major shareholders, including investment vehicles affiliated with Conversant Capital and director Michael Simanovsky, reported large indirect insider purchases and capital structure changes. On March 11, 2026, these entities bought an aggregate 3,739,716 shares of common stock in open‑market or private transactions at $26.74 per share, with no common stock sales reported.
The company and Investors A and B agreed to amend the Series A Convertible Preferred Stock, reducing its conversion price from $40 to $32 per share and making a one‑time cash payment of approximately $5.8 million, including about $1.1 million of accrued dividends. Immediately afterward, Investors A and B converted their Series A preferred into common stock, producing blocks of 1,504,134 and 97,371 common shares. Warrants originally exercisable at $40 per share for 968,538 and 62,712 common shares were simultaneously re‑issued with the same exercise price but an extended expiration date to November 3, 2027.
Following these transactions, the reporting entities show substantial indirect common stock positions, including one line item with 6,857,823 shares of common stock as of March 11, 2026.
Positive
- None.
Negative
- None.
Insights
Conversant-affiliated funds increased common exposure while renegotiating preferred and warrant terms.
The reporting entities tied to Conversant Capital and Michael Simanovsky made sizeable indirect open‑market purchases totaling 3,739,716 Sonida Senior Living common shares at $26.74 per share. No common stock sales appear in this Form 4, so net exposure to the common increased on this date.
Concurrently, Series A Convertible Preferred Stock held by Investors A and B was amended: the conversion price was lowered from $40 to $32 per share and immediately converted into 1,504,134 and 97,371 common shares. The issuer also made a one‑time payment of about $5.8 million, including roughly $1.1 million in accrued dividends for January 1–March 11, 2026, to those investors.
Warrants exercisable at $40 per share for 968,538 and 62,712 common shares were surrendered and re‑granted with the same exercise price but a new expiration of November 3, 2027. The filing shows large remaining indirect common positions, such as 6,857,823 shares in one entry, indicating that Conversant‑related vehicles remain significant holders after these transactions.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Series A Convertible Preferred Stock | 38,742 | $0.00 | -- |
| Disposition | Series A Convertible Preferred Stock | 2,508 | $0.00 | -- |
| Grant/Award | Series A Convertible Preferred Stock | 38,742 | $0.00 | -- |
| Grant/Award | Series A Convertible Preferred Stock | 2,508 | $0.00 | -- |
| Exercise | Series A Convertible Preferred Stock | 38,742 | $0.00 | -- |
| Exercise | Series A Convertible Preferred Stock | 2,508 | $0.00 | -- |
| Disposition | Warrant | 968,538 | $0.00 | -- |
| Disposition | Warrant | 62,712 | $0.00 | -- |
| Grant/Award | Warrant | 968,538 | $0.00 | -- |
| Grant/Award | Warrant | 62,712 | $0.00 | -- |
| Purchase | Common Stock | 1,592,406 | $26.74 | $42.58M |
| Purchase | Common Stock | 87,530 | $26.74 | $2.34M |
| Purchase | Common Stock | 224,829 | $26.74 | $6.01M |
| Purchase | Common Stock | 1,834,951 | $26.74 | $49.07M |
| Exercise | Common Stock | 1,504,134 | $32.00 | $48.13M |
| Exercise | Common Stock | 97,371 | $32.00 | $3.12M |
| holding | Common Stock | -- | -- | -- |
| holding | Common Stock | -- | -- | -- |
Footnotes (1)
- 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"); Conversant Dallas Parkway (B) LP, a Delaware limited partnership ("Investor B"); Conversant Private GP LLC, a Delaware limited liability company ("Conversant Private GP") and Conversant PIF Aggregator A LP, a Delaware limited partnership ("Aggregator A") (collectively the filing persons are the "Reporting Persons"). Securities are held by Aggregator A. Conversant Private GP is the general partner of Aggregator A, CPIF K Co-Invest SPT A, L.P., a Cayman Islands exempted limited partnership ("CPIF K") and CPIF Sparti SAF, L.P., a Delaware limited partnership ("CPIF SAF") and Conversant Capital is the investment manager to Aggregator A, CPIF K and CPIF SAF. Mr. Simanovsky is the managing member of Conversant Capital and Conversant Private GP. By virtue of these relationships, each of Mr. Simanovsky, Conversant Capital and Conversant Private GP may be deemed a beneficial owner of the securities held by Aggregator A, CPIF K and CPIF SAF. Mr. Simanovsky, Conversant Capital and Conversant Private GP, each disclaims beneficial ownership of the securities held by Aggregator A, CPIF K and CPIF SAF except to the extent of his or its pecuniary interest therein. Securities are held by Investor A. Conversant GP is the general partner of each of Investor A, Investor B, Conversant Dallas Parkway (D) LP, a Delaware limited partnership ("Investor D") and Conversant Dallas Parkway (F) LP, a Delaware limited partnership ("Investor F"). Conversant Capital is the investment manager to each of Investor A, Investor B, Investor D and Investor F. Mr. Simanovsky is the managing member of Conversant Capital and Conversant GP. By virtue of these relationships, each of Mr. Simanovsky, Conversant Capital and Conversant GP may be deemed a beneficial owner of the securities held by each of Investor A, Investor B, Investor D and Investor F. Mr. Simanovsky, Conversant Capital, and Conversant GP each disclaims beneficial ownership of the securities held by Investor A, Investor B, Investor D and Investor F except to the extent of his or its pecuniary interest therein. Securities are held by Investor B. Securities are held by Investor D. Securities are held by Investor F. Securities are held by CPIF K. Securities are held by CPIF SAF. There is no expiration date for the right of the holder of Series A Convertible Preferred Stock to convert. On March 11, 2026, the Issuer agreed with each of Investor A and Investor B to (i) amend the shares of Series A Convertible Preferred Stock to reduce the conversion price to $32 per share of Common Stock, (ii) make a onetime payment of approximately $5.8 million in the aggregate, which included approximately $1.1 million of accrued but unpaid dividends for the period of January 1, 2026 through March 11, 2026, to Investor A and Investor B pro rata in accordance with their holdings of Series A Convertible Preferred Stock, and (iii) extend the expiration of the Warrants by one year, from November 3, 2026 to November 3, 2027, and each of Investor A and Investor B agreed to immediately thereafter convert its shares of Series A Convertible Preferred Stock to shares of Common Stock.
