Tarr Mark J 4

What Happened

• Mark J. Tarr, President & CEO and Director of Encompass Health (EHC), received a derivative equity award of 35,461 shares on 2026-03-02 valued at $108.06 per share (total ≈ $3,831,916).
• Separately, on 2026-02-28, 2,187 shares were withheld/surrendered to satisfy the insider’s tax withholding obligations related to vesting of previously granted restricted stock (withheld at $107.88, value ≈ $235,934).
• The grant is an acquisition (award) rather than an open-market purchase; the withholding is a routine tax-related disposition.

Key Details

• Transaction dates and amounts:
  • 2026-02-28: 2,187 shares withheld at $107.88 — $235,934 (tax withholding/disposition, code F).
  • 2026-03-02: 35,461-share derivative award at $108.06 — $3,831,916 (grant/acquisition, code A).
• Shares owned after transaction: Not specified in the provided filing excerpt.
• Notable footnotes:
  • F1: The 2,187 shares were withheld/surrendered to pay tax withholding on vested restricted stock.
  • F2: The derivative award includes an exercise/vesting schedule — it becomes exercisable in equal annual installments over a three-year period commencing March 2, 2027.
• Filing timeliness: Form filed 2026-03-03 for transactions dated 2026-02-28 and 2026-03-02; filing appears timely (no late filing flag noted).

Context

• This filing reflects a compensation-related award (derivative equity) and a routine tax-withholding disposition — common for executive equity vesting events and not an open-market buy or sell decision.
• The award is subject to future vesting/exercise schedule (per F2), so these shares are not immediately freely tradable.