SELECT MEDICAL HOLDINGS CORP·4

Jul 1, 2:26 PM ET

Davisson Katherine R 4

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

Research Summary

AI-generated summary of this filing

Updated

Select Medical (SEM) Director Katherine Davisson Sells 60,035 Shares

What Happened

  • Katherine R. Davisson, a director of Select Medical Holdings Corp (SEM), had 60,035 shares disposed of to the issuer on 2026-06-30 at $16.50 per share, generating approximately $990,578 in proceeds.
  • The disposition was a “to the issuer” transaction (Form 4 code D) effected under the parties’ Merger Agreement — each outstanding share was converted into the right to receive $16.50 in cash at the effective time of the merger.

Key Details

  • Transaction date: 2026-06-30; price: $16.50 per share; shares disposed: 60,035; total ≈ $990,578.
  • Transaction type: Disposition to issuer (D) under the Merger Agreement dated March 2, 2026 (filed as Exhibit 2.1 to the issuer’s Form 8‑K).
  • Includes unvested restricted shares that vested immediately prior to the merger and were converted into cash, subject to applicable tax withholdings.
  • Shares owned after the transaction: not specified in the Form 4; the filing indicates shares were converted into cash under the merger consideration.
  • Filing timeliness: reported on Form 4 filed 2026-07-01 for a 2026-06-30 transaction (appears timely).

Context

  • This was a merger-related conversion of shares into cash, not an open‑market sale by the insider; such transactions reflect deal terms rather than a trading decision by the insider.
  • The per-share cash consideration was $16.50 with no interest; any withholding for taxes reduced the net cash received from restricted shares.

Insider Transaction Report

Form 4Exit
Period: 2026-06-30
Transactions
  • Disposition to Issuer

    Common Stock

    [F1][F2]
    2026-06-30$16.50/sh60,035$990,5780 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

Documents

2 files