COLTHARP DOUGLAS E 4

What Happened
Douglas E. Coltharp, Chief Financial Officer of Encompass Health (EHC), had a total of 17,382 shares withheld/surrendered to cover tax withholding tied to the vesting of restricted stock. On 2026-02-19, 16,708 shares were withheld at $107.15 per share (value $1,790,262). On 2026-02-20, 674 shares were withheld at $106.55 per share (value $71,815). Combined value of the withheld shares is about $1,862,077. These were not open-market sales for investment purposes but shares surrendered for tax obligations.

Key Details

• Transaction dates and prices:
  • 2026-02-19: 16,708 shares @ $107.15 = $1,790,262 (disposed)
  • 2026-02-20: 674 shares @ $106.55 = $71,815 (disposed)
• Total shares surrendered: 17,382; total value ≈ $1,862,077.
• Transaction code F (tax withholding): Footnote F1 states these shares were withheld/surrendered to pay the insider’s tax withholding obligations from vesting restricted stock.
• Shares beneficially owned after the transactions: Not specified in the provided filing excerpt.
• Filing: Form 4 filed 2026-02-23 (appears to be within the standard two-business-day filing window).

Context
This was a tax-withholding (cashless surrender) event tied to restricted stock vesting, not an open-market sale or purchase that signals a change in investment stance. Such withholding transactions are routine and common after equity awards vest; they generally reflect tax mechanics rather than a deliberate decision to monetize holdings.