SNDA SONIDA SENIOR LIVING, INC.
Price Chart
Executive Summary
Sonida Senior Living filed an automatic shelf registration (S-3ASR) covering the resale of up to 17,109,184 shares of common stock by existing major holders, representing ~36% of outstanding shares. The company receives no proceeds — the registration enables insiders Conversant Capital (32.3% owner) and affiliates of Silk/Seymour Pluchenik (6.4% owner) to sell their stakes at any time. This creates significant overhang and potential selling pressure on SNDA shares.
Actionable Insight
The shelf is effective immediately — selling stockholders can begin selling at any time without further notice. Monitor for prospectus supplements or 424B filings that signal actual takedowns. The sheer size of the overhang (36% of float) creates persistent price risk, especially given the activist nature of the selling holders (Conversant Capital holds board seats). Expect potential price weakness as the market digests this overhang.
Key Facts
- Resale registration for up to 17,109,184 shares of common stock (36.1% of 47,367,303 shares outstanding as of June 5, 2026)
- No proceeds to Sonida — all proceeds go to selling stockholders
- Selling stockholders: Conversant Capital entities (15,637,124 shares) and affiliates of Silk Partners/Seymour Pluchenik (3,073,565 shares)
- Includes 1,031,250 shares issuable upon exercise of warrants at $40.00 per share (expire November 3, 2027)
- Registration maximum aggregate offering price: $575,210,766 based on $33.62 reference price
- Filed as automatic shelf (WKSI) effective immediately upon filing on June 11, 2026
- Replaces prior S-3 registration statements (2023 and 2024) that were terminated
Financial Impact
Up to $575.2 million in potential secondary sales by insiders, representing ~36% of shares outstanding
Risk Factors
- Massive secondary selling overhang (36% of outstanding shares) could pressure stock price
- No lock-up or transfer restrictions on the registered shares
- Conversant Capital has board control and preemptive rights — large sales could signal reduced strategic commitment
- Company has substantial debt including a bridge facility to refinance (per 10-Q context), making equity price support less likely
Market Snapshot
Documents Analyzed
This report is based on 8 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| S-3ASR Filing (Primary) | 0001193125-26-267716 |
| Document: d12862dexfilingfees.htm | 0001193125-26-267716 |
| Document: d12862dex51.htm | 0001193125-26-267716 |
| Document: d12862dex233.htm | 0001193125-26-267716 |
| Document: d12862dex232.htm | 0001193125-26-267716 |
| Document: 0001193125-26-267716-index-headers.html | 0001193125-26-267716 |
| Document: 0001193125-26-267716-index.html | 0001193125-26-267716 |
| Document: 0001193125-26-267716.txt | 0001193125-26-267716 |
Track record builds as more directional reports settle.
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
|
Jun 11, 2026
5d ago
|
S-3ASR
| $35.05 $34.58 | ▲ +1.34% | ▲ +3.10% | $34.87 (+0.51%) |
|
Jun 11, 2026
5d ago
|
Institutional Cluster
| $35.10 $35.05 | ▼ −0.14% | ▼ −0.68% | $34.87 (−0.66%) |
|
Jun 1, 2026
15d ago
|
8-K
| $32.75 $33.65 | ▲ +2.75% | ▲ +2.60% | $34.87 (+6.47%) |
|
May 18, 2026
29d ago
|
8-K
| $36.20 $36.63 | ▼ −1.19% | ▼ −0.15% | $34.87 (+3.67%) |
|
May 13, 2026
4w ago
|
8-K
| $38.58 $37.78 | ▼ −2.07% | ▼ −0.85% | $34.87 (−9.62%) |
|
May 11, 2026
5w ago
|
8-K
| $36.96 $37.12 | ▲ +0.43% | ▲ +0.57% | $34.87 (−5.65%) |
|
Apr 28, 2026
7w ago
|
DEFA14A
| $37.80 $37.50 | ▼ −0.79% | ▼ −0.78% | $34.87 (−7.75%) |
|
Apr 27, 2026
7w ago
|
DEFA14A
| $37.80 $37.67 | ▼ −0.34% | ▼ −0.33% | $34.87 (−7.75%) |
|
Apr 22, 2026
7w ago
|
8-K
| $34.08 $35.15 | ▲ +3.14% | ▲ +3.53% | $34.87 (+2.32%) |
|
Mar 11, 2026
13w ago
|
8-K
| $33.61 $35.07 | ▼ −4.34% | ▼ −4.94% | $34.87 (−3.75%) |
US Market Status
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