UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): December 7, 2020
SABRA HEALTH CARE REIT, INC.
(Exact name of registrant as specified in its charter)
Maryland | 001-34950 | 27-2560479 | ||||||||||||
(State of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
18500 Von Karman Avenue | Suite 550 | Irvine | CA | 92612 | ||||||||||||||||||||||
(Address of principal executive offices) | (Zip Code) |
Registrant's telephone number including area code: (888) 393-8248
(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:
☐ | 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)) |
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, $0.01 par value | SBRA | The Nasdaq Stock Market LLC |
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. ☐
Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
Appointment of Director
On and effective as of December 7, 2020, the Board of Directors of Sabra Health Care REIT, Inc., a Maryland corporation (the “Company”), appointed Clifton J. Porter II to serve as a member of the Board of Directors until the Company’s 2021 Annual Meeting of Stockholders and until his successor is duly elected and qualifies.
As a non-employee director, Mr. Porter will receive compensation in the same manner as the Company’s other non-employee directors, in accordance with the Company’s Directors’ Compensation Policy, which is attached as Exhibit 10.9 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, filed with the Securities and Exchange Commission on February 24, 2020, which exhibit is incorporated herein by this reference.
There is no arrangement or understanding between Mr. Porter and any other persons pursuant to which Mr. Porter was appointed as a director, and Mr. Porter has no direct or indirect material interest in any transaction required to be disclosed pursuant to Item 404(a) of Regulation S-K.
Item 9.01 | Financial Statements and Exhibits |
(d) | Exhibits. | |||||||
99.1 | ||||||||
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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 thereunto duly authorized.
SABRA HEALTH CARE REIT, INC. | |||||||||||
/S/ HAROLD W. ANDREWS, JR. | |||||||||||
Name: | Harold W. Andrews, Jr. | ||||||||||
Title: | Executive Vice President, Chief Financial Officer and Secretary |
Dated: December 8, 2020