ELSON CHARLES M 4

4 · Enhabit, Inc. · Filed May 15, 2026

AI-generated summary of this filing

Updated May 15, 2026

Enhabit (EHAB) Director Charles M. Elson Sells 80,638 Shares

What Happened

Charles M. Elson, a director of Enhabit, disposed of a total of 80,638 economic interests on 2026-05-15: 73,412 shares for $13.80 each ($1,013,086) and 7,226 deferred stock units (DSUs) converted at $13.80 each ($99,719). Total cash received was $1,112,805. These were dispositions to the issuer under the company’s merger agreement (not open-market sales).

Key Details

Transaction date and price: 2026-05-15 at $13.80 per share.
Breakdown: 73,412 shares = $1,013,086; 7,226 DSUs = $99,719; total = $1,112,805.
Shares owned after the transaction: effectively 0 for the converted/cancelled interests (all outstanding common shares and DSUs were converted/cancelled at the Effective Time).
Footnotes: (F1) Under the Merger Agreement, each outstanding share was cancelled and converted into $13.80 in cash. (F2) DSUs were similarly cancelled and converted into the Merger Consideration, without interest and less applicable taxes/withholding.
Timeliness: Filing appears contemporaneous with the transaction date (no late filing indicated).

Context

This was a cash-out under a merger (disposition to issuer) — not an open-market sale — meaning Elson received the negotiated merger consideration rather than selling shares on the market. DSU conversions may be subject to tax withholding. Insider cash-outs tied to corporate transactions are routine and reflect deal terms rather than direct trading sentiment.

Form 4Exit

Period: 2026-05-15

Director

Transactions

Disposition to Issuer
Common Stock
[F1]
2026-05-15$13.80/sh−7,226$99,719→ 73,412 total
Disposition to Issuer
Common Stock
[F2]
2026-05-15$13.80/sh−73,412$1,013,086→ 0 total

Footnotes (2)

[F1]Pursuant to the Agreement and Plan of Merger ('Merger Agreement'), dated as of February 22, 2026, by and among Enhabit, Inc. (the 'Company'), Anchor Parent, LLC ('Parent'), and Anchor Merger Sub, Inc., a wholly owned subsidiary of Parent ('Merger Sub'), Merger Sub will be merged with and into the Company (the 'Merger'), with the Company surviving the Merger as a wholly owned subsidiary of Parent (the 'Surviving Corporation'). At the effective time of the Merger (the 'Effective Time'), each share of the Company's common stock, par value $0.01 per share, that was issued and outstanding immediately prior to the Effective Time was automatically canceled and converted into the right to receive $13.80 in cash (the 'Merger Consideration').
[F2]Represents deferred stock units ('DSUs'). Each DSU represents a contingent right to receive one share of common stock of the Company. Pursuant to the Merger Agreement, each DSU that was outstanding as of immediately prior to the Effective Time, was automatically canceled and converted into the right to receive the Merger Consideration, without interest less applicable taxes and withholding.

Signature

/s/ Sarah W. Braley, Attorney in Fact|2026-05-15

1 file