Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 25, 2009, the compensation committee of the board of directors of Sunrise Senior Living, Inc. (the "Company") approved the 2009 annual bonus performance metrics applicable to the Company's executive officers: Mark S. Ordan, CEO, Julie A. Pangelinan, CFO, Daniel J. Schwartz, senior vice president
- North American operations, and Greg Neeb, CIO. The performance metrics include two components - a team based metric and an individual management by objectives ("MBOs") metric. For each of these executive officers, the team based metric will account for 60% and the individual MBOs metric will account for 40% of the executive's 2009 annual target bonus, except for Mr. Schwartz for whom the team based metric and the individual MBOs metric will each account for 50% of his 2009 annual target bonus amount. For 2009, the team based metric consists of meeting specified cash balance targets at year end 2009 necessary to run the Company's ongoing operations. The individual MBO metric applicable to each of the executive officers consists of providing change management leadership, reducing G&A expense, effectively maintaining cash position while balancing the long-term needs of the Company with short-term demands, achieving increased occupancy levels in line with top competitors and increasing community profitability. An additional MBO metric applicable to Mr. Ordan, Ms. Pangelinan and Mr. Neeb (but not Mr. Schwartz) is monetizing non-core assets or other strategic sales. As previously disclosed, the 2009 annual target bonus amounts for the Company's executive officers are as follows: Mr. Ordan - 150% of his 2009 annual base salary of $650,000 (up to a maximum of 300%); Ms. Pangelinan - 100% of her 2009 annual base salary of $400,000 (up to a maximum of 150%); Mr. Schwartz - 100% of his 2009 annual base salary of $350,000 (up to a maximum of 150%); and Mr. Neeb
- 100% of his 2009 annual base salary of $400,000 (up to a maximum of 150%). On August 28, 2009, the compensation committee of the board of directors approved partial 2009 annual bonus payments to each of these executive officers of 33% of their respective target 2009 annual bonus amounts as follows:
Mr. Ordan - $321,750; Ms. Pangelinan - $132,000; Mr. Schwartz - $115,500 and Mr. Neeb - $132,000. These executive officers remain eligible to receive the balance of their 2009 annual bonus amounts, subject to achievement of the metrics described above as determined by the compensation committee. The Company also has approved the payment of partial 2009 annual bonuses to each of the Company's bonus eligible employees of 33% of the employee's target 2009 annual bonus amount. The partial 2009 annual bonus payments for the executive officers and all bonus eligible employees as a group total approximately $2.7 million. These bonus payments were made to recognize the extraordinary hard work of the Company's executives and employees during a difficult and uncertain period where significant progress has been made on several corporate imperatives.
In addition, at the recommendation of Mr. Ordan, on August 28, 2009, the compensation committee also approved a special bonus of $194,000 to Mr. Schwartz based on Mr. Ordan's assessment of Mr. Schwartz's contributions to key operational and strategic decisions.

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