JACKSON MARTIN F 4
4 · SELECT MEDICAL HOLDINGS CORP · Filed Jul 1, 2026
Research Summary
AI-generated summary of this filing
Select Medical (SEM) EVP Martin Jackson Sells 1.39M Shares
What Happened
Martin F. Jackson, Executive Vice President of Select Medical Holdings Corp (SEM), reported disposal of a total of 1,393,957 SEM shares on 2026-06-30. The reported disposals consist of 1,383,421 shares (comprised of 1,138,754 common and 244,667 restricted shares per footnote) plus four smaller entries of 2,634 shares each. All transactions show $0.00 per share (total proceeds $0) because the shares were transferred under a merger agreement and converted into interests of the acquiring parent company rather than sold for cash.
Key Details
- Transaction date: 2026-06-30; Form 4 filed: 2026-07-01 (timely).
- Shares disposed: 1,393,957 total (1,383,421 + 4×2,634). Price: $0.00; reported cash proceeds: $0.
- Reason: Dispositions were made pursuant to the Agreement and Plan of Merger (see footnote F1). Per footnotes, shares were contributed to Stallion Intermediate Corporation/Parent, exchanged for Parent common shares, then converted into interests in Stallion Group Parent, LP (F2, F3).
- Ownership after transaction: the reporting person’s SEM shares were converted into parent interests; the Form notes the reporting person beneficially owns the reported securities indirectly and disclaims beneficial ownership except for any pecuniary interest (F4).
- Filing timeliness: filed promptly (no late filing indicated).
Context
This was a merger-related, non-cash transfer (conversion into parent company interests), not an open-market sale, so there were no cash proceeds and it should not be read as routine insider selling for liquidity. The filing documents a structural corporate transaction rather than an executive decision to sell shares on the market.
Insider Transaction Report
- Other
Common Stock
[F1][F2]2026-06-30−1,383,421→ 0 total - Other
Common Stock
[F1][F3][F4]2026-06-30−2,634→ 0 total(indirect: By son) - Other
Common Stock
[F1][F3][F4]2026-06-30−2,634→ 0 total(indirect: By daughter) - Other
Common Stock
[F1][F3][F4]2026-06-30−2,634→ 0 total(indirect: By son) - Other
Common Stock
[F1][F3][F4]2026-06-30−2,634→ 0 total(indirect: By son)
Footnotes (4)
- [F1]This Form 4 reports securities disposed of under the Agreement and Plan of Merger (the "Merger Agreement"), entered into on March 2, 2026, by and among the Issuer, Stallion Intermediate Corporation ("Parent"), and Stallion MergerSub Corporation (filed as Exhibit 2.1 to the Form 8-K filed with the Securities and Exchange Commission on March 3, 2026).
- [F2]Immediately prior to the effective time of the merger, the reporting person contributed 1,138,754 common shares and 244,667 restricted shares to Parent in exchange for an equivalent amount of shares of common stock ("Parent Common Shares") and restricted shares, respectively, of Parent, which Parent Common Shares were then exchanged for an equivalent amount of interests in Stallion Group Parent, LP.
- [F3]Immediately prior to the effective time of the merger, the Reporting Person contributed 2,634 common shares to Parent in exchange for an equivalent amount of shares of Parent Common Shares, which Parent Common Shares were then exchanged for an equivalent amount of interests in Stallion Group Parent, LP.
- [F4]The reporting person beneficially owns the reported securities indirectly, but disclaims beneficial ownership of the reported securities except to the extent of his pecuniary interest therein.