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Acadia Healthcare (ACHC) CEO awarded 1,125,000 long-term stock options

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Acadia Healthcare Company, Inc. granted Chief Executive Officer and director Debra K. Osteen a stock option on January 20, 2026 covering 1,125,000 shares of common stock. The option has an exercise price of $11.68 per share, expires on January 20, 2036, and was awarded at a price of $0 for the derivative itself.

The vesting is performance- and time-based. 250,000 shares vest when the 30‑day share price VWAP reaches at least $25.00, another 250,000 at a VWAP of $35.00, and another 250,000 at a VWAP of $45.00. Three additional tranches of 125,000 shares each vest on the later of achieving the corresponding VWAP hurdle and January 20, 2027.

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SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
OSTEEN DEBRA K

(Last) (First) (Middle)
4020 ASPEN GROVE DRIVE, SUITE 900

(Street)
FRANKLIN TN 37067

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Acadia Healthcare Company, Inc. [ ACHC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
01/20/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $11.68 01/20/2026 A 1,125,000 (1) 01/20/2036 Common Stock 1,125,000 $0 1,125,000 D
Explanation of Responses:
1. The shares underlying this Option will vest as follows: (i) 250,000 shares will vest upon achievement of a 30-day share price VWAP equal to at least $25.00 (the "First Vesting Date"); (ii) 250,000 shares will vest upon achievement of a 30-day share price VWAP equal to at least $35.00 (the "Second Vesting Date"); (iii) 250,000 shares will vest upon achievement of a 30-day share price VWAP equal to at least $45.00 (the "Third Vesting Date"); (iv) 125,000 shares will vest upon the later of (x) the First Vesting Date and (y) January 20, 2027; (v) 125,000 shares will vest upon the later of (x) the Second Vesting Date and (y) January 20, 2027; and (vi) 125,000 shares will vest upon the later of (x) the Third Vesting Date and (y) January 20, 2027.
/s/ Brian Farley as Attorney in Fact for Debra K. Osteen 01/21/2026
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What equity award did Acadia Healthcare (ACHC) grant to its CEO?

Acadia Healthcare granted Chief Executive Officer Debra K. Osteen a stock option for 1,125,000 shares of common stock on January 20, 2026. The option is a right to buy shares at a fixed exercise price and was reported as directly owned.

What is the exercise price and term of the new Acadia Healthcare CEO stock option?

The stock option granted to Debra K. Osteen has an exercise price of $11.68 per share and an expiration date of January 20, 2036, giving a long-term window to exercise if vesting conditions are met.

How do the performance vesting conditions work for the ACHC CEO option grant?

The option vests in stages based on share price performance. 250,000 shares vest when the 30‑day share price VWAP reaches at least $25.00, another 250,000 at $35.00, and another 250,000 at $45.00. These are performance hurdles tied to the stock price.

What additional time-based vesting applies to the Acadia Healthcare CEO option?

Three further tranches of 125,000 shares each will vest on the later of achieving the related VWAP hurdle (for $25.00, $35.00, or $45.00) and January 20, 2027. This adds a time component to the performance-based vesting.

Did Debra K. Osteen pay anything for the new Acadia Healthcare option grant itself?

The filing shows a price of $0 for the derivative security at grant, meaning no cash was paid for the option itself. Value to the holder would come from any future spread between the market price and the $11.68 exercise price after vesting.

How many derivative securities does the Acadia Healthcare CEO hold after this transaction?

After this reported transaction, Debra K. Osteen beneficially owns 1,125,000 derivative securities represented by the newly granted stock option, all listed as held directly.

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1.38B
90.53M
1.78%
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12.82%
Medical Care Facilities
Services-specialty Outpatient Facilities, Nec
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United States
FRANKLIN