Davisson Katherine R 4

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.