ORTENZIO ROBERT A 4

What Happened
Robert A. Ortenzio (reported as a 10% owner) reported disposals tied to Select Medical’s March 2026 merger. The filing shows: a disposition of 279,000 SEM shares to the issuer at $16.50 per share for $4,603,500, and several other reported disposals (totaling millions of shares) that were contributed to the merger parent and converted into Parent common shares or interests in Stallion Group Parent, LP (recorded with $0 cash proceeds on the Form 4).

Key Details

• Transaction date: 2026-06-30; Form 4 filed: 2026-07-01 (timely filing).
• Cash sale: 279,000 shares @ $16.50 = $4,603,500 (converted to cash at merger).
• Other reported dispositions with $0 proceeds: 7,081,788 shares; 1,000,000 “rollover” shares; and three contributions of 280,415 shares each — these were contributed to Parent and exchanged for Parent common shares, then converted to interests in Stallion Group Parent, LP (per footnotes).
• Beneficial ownership: reporting person’s holdings are reported indirectly and he disclaims direct beneficial ownership except to the extent of any pecuniary interest; post-merger holdings are interests in the acquiring entity, not SEM common stock.
• Footnotes: transactions were part of the Agreement and Plan of Merger (filed 3/3/2026); several contributions came from trusts and a descendants’ trust (rollover).
• Filing status: appears timely (no late filing flag).

Context
These transactions are merger-related reorganization events — the $4.6M cash was paid at the merger conversion price ($16.50/share). The $0-proceeds entries are not open‑market sales but exchanges/rollovers into the acquirer’s equity structure, common for major shareholders in a merger and not necessarily indicative of ordinary trading sentiment.