TAVENNER MARILYN B 4

4 · SELECT MEDICAL HOLDINGS CORP · Filed Jul 1, 2026

AI-generated summary of this filing

Updated Jul 1, 2026

Select Medical (SEM) Director Marilyn Tavenner Sells 36,035 Shares

What Happened

Marilyn B. Tavenner, a director of Select Medical Holdings Corp (SEM), had 36,035 shares converted into cash under the company's merger and received $16.50 per share for a total of $594,578. This was a disposition to the issuer in connection with the Merger Agreement, not an open-market sale.

Key Details

Transaction date: 2026-06-30; Filing date (Form 4): 2026-07-01.
Price: $16.50 per share; Total cash received: $594,578.
Transaction type: Disposition to issuer (conversion of shares under the merger agreement), code D.
Shares owned after transaction: Not stated in the Form 4 filing.
Footnotes:
- The Merger Agreement (entered March 2, 2026) converted each outstanding common share into $16.50 cash at the effective time of the merger.
- Unvested restricted shares held by the reporting person vested immediately prior to the merger and were converted into the same cash consideration, net of applicable tax withholdings.
Filing timeliness: Form filed the day after the reporting period end; filing does not indicate lateness.

Context

This was a cash conversion tied to a corporate merger (automatic conversion to merger consideration), not a discretionary sale on the open market; such transactions reflect deal terms rather than an insider trading decision.
For retail investors, merger-driven dispositions typically don't signal the insider's view on the company's post-deal prospects.

Form 4Exit

Period: 2026-06-30

Director

Transactions

Disposition to Issuer
Common Stock
[F1][F2]
2026-06-30$16.50/sh−36,035$594,578→ 0 total

Footnotes (2)

[F1]Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), entered into on March 2, 2026, by and among the Issuer, Stallion Intermediate Corporation, 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). At the effective time of the merger, each of the Reporting Person's shares of common stock issued and outstanding immediately prior to the effective time of the merger was converted into the right to receive $16.50 per share in cash without interest ("Merger Consideration").
[F2]Includes unvested shares of Company common stock subject to forfeiture conditions (the "Company Restricted Shares"). Pursuant the Merger Agreement, each Company Restricted Share held by the Reporting Person that was outstanding immediately prior to the effective time vested in full as of immediately prior to the effective time of the merger and was automatically converted into the right to receive the Merger Consideration, less any applicable tax withholdings.

Signature

/s/ John F. Duggan, Attorney-in-Fact|2026-07-01

2 files