FLATT BEN ANDERSON SR 4

4 · NATIONAL HEALTHCARE CORP · Filed Mar 6, 2026

AI-generated summary of this filing

Updated Mar 6, 2026

NATIONAL HEALTHCARE (NHC) CIO Ben Flatt Exercises Stock Options

What Happened

Ben Anderson Flatt Sr., Senior Vice President & Chief Investment Officer of National Healthcare Corp (NHC), exercised stock options on March 4, 2026. He exercised three option lots totaling 12,233 underlying shares: 3,733 shares at $53.94 (cost $201,358), 4,000 shares at $94.10 (cost $376,400), and 4,500 shares at $90.62 (cost $407,790) — total cash paid to exercise ≈ $985,548.
To satisfy exercise price and withholding tax obligations, the company withheld 8,142 shares valued at $172.83 each (total ≈ $1,407,182). The filing shows the option conversions as derivative dispositions at $0.00 (standard reporting for conversion).

Key Details

Transaction date: March 4, 2026; Form 4 filed March 6, 2026 (timely filing).
Option exercises (code M): 3,733 @ $53.94; 4,000 @ $94.10; 4,500 @ $90.62.
Withholding/tax payment (code F): 8,142 shares withheld @ $172.83 (≈ $1.41M).
Net shares retained by insider (12,233 exercised − 8,142 withheld): 4,091 shares (based on reported transactions).
Footnotes: Options were granted under the 2020 Omnibus Equity Incentive Plan on 3/8/2023, 3/5/2024, and 2/24/2025; grants/exercises are exempt from Section 16(b) under Rule 16b-3(d). F4 confirms shares were withheld to pay exercise price and taxes.
Shares beneficially owned after the transactions are not shown in the excerpt of this filing.

Context

This was an option exercise with shares withheld to cover taxes/exercise — a common cashless-style settlement used by insiders and not an open-market sale. Such transactions are generally routine and do not by themselves indicate the insider’s view of the company’s prospects.
Reporting codes: M = option exercise/conversion; F = shares withheld for taxes/exercise.

Form 4

Period: 2026-03-04

Senior VP & CIO

Transactions

Exercise/Conversion
Common Stock
[F1]
2026-03-04$53.94/sh+3,733$201,358→ 19,192.055 total
Exercise/Conversion
Common Stock
[F2]
2026-03-04$94.10/sh+4,000$376,400→ 23,192.055 total
Exercise/Conversion
Common Stock
[F3]
2026-03-04$90.62/sh+4,500$407,790→ 27,692.055 total
Tax Payment
Common Stock
[F4][F5]
2026-03-04$172.83/sh−8,142$1,407,182→ 19,550.055 total
Exercise/Conversion
Option to Purchase Common Stock
[F1]
2026-03-04−3,733→ 3,734 total
Exercise: $53.94From: 2024-03-08Exp: 2028-03-08→ Common Stock (7,467 underlying)
Exercise/Conversion
Option to Purchase Common Stock
[F2]
2026-03-04−4,000→ 8,000 total
Exercise: $94.10From: 2025-03-05Exp: 2029-03-05→ Common Stock (12,000 underlying)
Exercise/Conversion
Option to Purchase Common Stock
[F3]
2026-03-04−4,500→ 9,000 total
Exercise: $90.62From: 2026-02-24Exp: 2030-02-24→ Common Stock (13,500 underlying)

Holdings

Option to Purchase Common Stock
Exercise: $157.13From: 2027-02-23Exp: 2031-02-23→ Common Stock (14,000 underlying)
14,000

Footnotes (5)

[F1]These stock options were granted pursuant to the 2020 Omnibus Equity Incentive Plan on March 8, 2023. The grant and exercise of these stock options are exempt from Section 16(b) pursuant to Rule 16b-3(d).
[F2]These stock options were granted pursuant to the 2020 Omnibus Equity Incentive Plan on March 5, 2024. The grant and exercise of these stock options are exempt from Section 16(b) pursuant to Rule 16b-3(d).
[F3]These stock options were granted pursuant to the 2020 Omnibus Equity Incentive Plan on February 24, 2025. The grant and exercise of these stock options are exempt from Section 16(b) pursuant to Rule 16b-3(d).
[F4]Shares were withheld by the Company to pay the exercise price and withholding tax obligations.
[F5]Total amount of shares beneficially owned following transactions reported on this form.

Signature

/s/ Ben Anderson Flatt|2026-03-06

1 file