COLTHARP DOUGLAS E 4

What Happened

• Douglas E. Coltharp, CFO of Encompass Health (EHC), received a derivative award on 2026-03-02 covering 12,275 shares with an exercise price of $108.06 (total value shown $1,326,437). Separately, 776 shares were withheld on 2026-02-28 to satisfy tax withholding related to vested restricted stock (776 shares x $107.88 = $83,715; reported as disposed).
• The award is a derivative grant (stock option) rather than an open-market purchase; the tax-withholding event reduced his share count by 776 shares.

Key Details

• Transaction dates and prices:
  • 2026-02-28: 776 shares withheld at $107.88 (tax withholding) — $83,715.
  • 2026-03-02: Derivative award for 12,275 shares at $108.06 — reported value $1,326,437.
• Shares owned after the transactions: Not specified in the Form 4 filing.
• Footnotes from the filing:
  • F1: The 776 shares were withheld/surrendered to pay tax withholding obligations from the vesting of related restricted stock.
  • F2: The option becomes exercisable in equal annual installments over a three-year period commencing March 2, 2027.
• Filing: Form 4 filed with accession 0000785161-26-000083 on 2026-03-03 (reporting transactions dated 2026-02-28 and 2026-03-02).

Context

• This filing reports a grant of a derivative award (stock option) with a future exercise schedule; the option is not immediately exercisable in full (vest/ exercise schedule begins 3/2/2027).
• The 776-share disposal was a tax-withholding mechanics transaction (common and not an open-market sale), so it doesn’t necessarily signal a deliberate sell decision.