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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported) May 1, 2022

 

 

Sonida Senior Living, Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

 

Delaware

(State or Other Jurisdiction

of Incorporation)

 

1-13445   75-2678809

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

16301 Quorum Drive  
Suite 160A  
Addison, Texas   75001
(Address of Principal Executive Offices)   (Zip Code)

(972) 770-5600

(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock   SNDA   New York Stock Exchange

 

 

 


Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On May 1, 2022, the Board of Directors (the “Board”) of Sonida Senior Living, Inc. (the “Company”) appointed Howard Garfield, CPA, as Vice President and Chief Accounting Officer of the Company.

Mr. Garfield, age 64, previously served as Senior Vice President, Finance, Treasurer, and Chief Accounting Officer for CorePoint Lodging Inc., a publicly traded real estate investment trust (“REIT”), since 2018. Prior to joining CorePoint Lodging Inc., Mr. Garfield served as Chief Financial Officer and Chief Accounting Officer for Monogram Residential Trust, a publicly traded REIT, from 2009 to 2018. Prior joining Monogram Residential Trust, Mr. Garfield served in various finance and/or accounting roles for Lehman Brothers, HomeVestors of America, Inc., Hillwood Development and MEPC American Properties. Mr. Garfield began his career at Deloitte & Touche LLP.

In connection with Mr. Garfield’s appointment as Vice President and Chief Accounting Officer of the Company, Mr. Garfield and the Company entered into an employment agreement, dated May 1, 2022 (the “Employment Agreement”), which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

There are no arrangements or understandings between Mr. Garfield and any other person pursuant to which Mr. Garfield was selected as an officer of the Company. There are no family relationships between Mr. Garfield and any director or executive officer, or person nominated or chosen by the Company to become a director or executive officer, of the Company. There are no transactions between Mr. Garfield and the Company that would be reportable under Item 404(a) of Regulation S-K.

Item 7.01 Regulation FD Disclosure.

On May 4, 2022, the Company issued a press release announcing, among others, the appointment of Mr. Garfield as Vice President and Chief Accounting Officer of the Company. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

10.1    Employment Agreement by and between Sonida Senior Living, Inc. and Howard Garfield
99.1    Press Release, dated May 4, 2022*
104    Cover Page Interactive Data File-formatted as Inline XBRL

 

*

This exhibit to this Current Report on Form 8-K is not being filed but is being furnished pursuant to Item 9.01.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: May 5, 2022     Sonida Senior Living, Inc.
    By:  

/s/ David R. Brickman

    Name:   David R. Brickman
    Title:   Senior Vice President, Secretary and General Counsel