REEVE GRAHAM D. 4

What Happened

• Graham D. Reeve, Chief Operating Officer of U S Physical Therapy (ticker: USPH), surrendered 762 shares on May 20, 2026 to satisfy tax withholding obligations related to vested restricted stock. The shares were valued at $62.24 each, for a total of $47,427.
• This was a tax-withholding disposition (transaction code F), not an open-market sale or purchase; such share surrenders are routine when restricted awards vest.

Key Details

• Transaction date and price: May 20, 2026 — 762 shares at $62.24 per share (total $47,427).
• Shares owned after transaction: Not specified in the provided filing.
• Footnote F1: Shares were surrendered to the issuer to satisfy applicable tax withholding obligations upon vesting.
• Footnote F2: The filing shows a prior grant of 19,436 restricted shares with scheduled vesting in multiple tranches between Aug 20, 2026 and Mar 6, 2030 (specific tranche amounts listed in the filing).
• Timeliness: The Form 4 was filed late; the filing states this was due to an inadvertent administrative error.

Context

• This was a cashless/share-surrender to cover taxes on vested restricted stock (F code). These transactions are administrative and do not necessarily indicate a change in the insider’s view of the company.
• Retail investors typically treat outright purchases as stronger signals than routine tax withholdings or intra-company share surrenders.