STOCK TITAN

Enhabit (NYSE: EHAB) director’s stock converted to $13.80 cash in merger

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

Rhea-AI Filing Summary

Enhabit, Inc. director Stuart M. McGuigan reported dispositions of common stock in connection with the company’s merger. On May 15, 2026, he disposed of 60,466 shares of Enhabit common stock and a separate block of 15,000 shares, both at $13.80 per share, as issuer dispositions.

Under the Agreement and Plan of Merger, each Enhabit common share outstanding immediately before the effective time was canceled and converted into the right to receive $13.80 in cash. Related deferred stock units were also canceled and converted into the same cash consideration, less applicable taxes and withholding.

Positive

  • None.

Negative

  • None.

Insights

Director’s Form 4 reflects cash-out in merger, not open-market selling.

The Form 4 shows issuer dispositions of Enhabit common stock at $13.80 per share tied directly to the merger agreement. These are mechanical cancellations and cash conversions, not discretionary market trades.

Each outstanding common share and deferred stock unit was converted into the right to receive the same $13.80 cash consideration at the merger’s effective time. The filing mainly documents how the merger consideration applied to the director’s holdings, rather than signaling a change in his independent view of the stock.

Insider MCGUIGAN STUART M
Role null
Type Security Shares Price Value
Disposition Common Stock 15,000 $13.80 $207K
Disposition Common Stock 60,466 $13.80 $834K
Holdings After Transaction: Common Stock — 60,466 shares (Direct, null)
Footnotes (1)
  1. Pursuant to the Agreement and Plan of Merger ('Merger Agreement'), dated as of February 22, 2026, by and among Enhabit, Inc. (the 'Company'), Anchor Parent, LLC ('Parent'), and Anchor Merger Sub, Inc., a wholly owned subsidiary of Parent ('Merger Sub'), Merger Sub will be merged with and into the Company (the 'Merger'), with the Company surviving the Merger as a wholly owned subsidiary of Parent (the 'Surviving Corporation'). At the effective time of the Merger (the 'Effective Time'), each share of the Company's common stock, par value $0.01 per share, that was issued and outstanding immediately prior to the Effective Time was automatically canceled and converted into the right to receive $13.80 in cash (the 'Merger Consideration'). Represents deferred stock units ('DSUs'). Each DSU represents a contingent right to receive one share of common stock of the Company. Pursuant to the Merger Agreement, each DSU that was outstanding as of immediately prior to the Effective Time, was automatically canceled and converted into the right to receive the Merger Consideration, without interest less applicable taxes and withholding.
First disposition shares 60,466 shares Common Stock issuer disposition on May 15, 2026
Second disposition shares 15,000 shares Common Stock issuer disposition on May 15, 2026
Merger consideration price $13.80 per share Cash paid per Enhabit common share at effective time of merger
Price per share in dispositions $13.80 per share Reported transaction price for both issuer dispositions
Shares after one disposition line 0 shares Total shares following the 60,466-share disposition entry
Shares after other disposition line 60,466 shares Total shares following the 15,000-share disposition entry
Agreement and Plan of Merger financial
"Pursuant to the Agreement and Plan of Merger ('Merger Agreement'), dated as of February 22, 2026, by and among Enhabit, Inc."
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
Merger Consideration financial
"converted into the right to receive $13.80 in cash (the 'Merger Consideration')."
Merger consideration is the total payment a company or buyer offers to shareholders of a target company in exchange for combining the two businesses, and can include cash, shares in the surviving company, debt assumption, or a mix of these. Investors care because the form and amount affect the deal’s value, tax consequences, immediate cash received versus future ownership, and the risk and upside of holding new shares — similar to choosing between cash now or stock that could grow later.
Effective Time financial
"At the effective time of the Merger (the 'Effective Time'), each share of the Company's common stock"
deferred stock units financial
"Represents deferred stock units ('DSUs'). Each DSU represents a contingent right to receive one share of common stock"
Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.
disposition to issuer financial
"transaction_code_description": "Disposition to issuer""
SEC Form 4
FORM 4UNITED 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
X
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*
MCGUIGAN STUART M

(Last)(First)(Middle)
6688 N. CENTRAL EXPRESSWAY, SUITE 1300

(Street)
DALLAS TEXAS 75206

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Enhabit, Inc. [ EHAB ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock(1)05/15/2026D15,000D$13.860,466D
Common Stock(2)05/15/2026D60,466D$13.80D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Pursuant to the Agreement and Plan of Merger ('Merger Agreement'), dated as of February 22, 2026, by and among Enhabit, Inc. (the 'Company'), Anchor Parent, LLC ('Parent'), and Anchor Merger Sub, Inc., a wholly owned subsidiary of Parent ('Merger Sub'), Merger Sub will be merged with and into the Company (the 'Merger'), with the Company surviving the Merger as a wholly owned subsidiary of Parent (the 'Surviving Corporation'). At the effective time of the Merger (the 'Effective Time'), each share of the Company's common stock, par value $0.01 per share, that was issued and outstanding immediately prior to the Effective Time was automatically canceled and converted into the right to receive $13.80 in cash (the 'Merger Consideration').
2. Represents deferred stock units ('DSUs'). Each DSU represents a contingent right to receive one share of common stock of the Company. Pursuant to the Merger Agreement, each DSU that was outstanding as of immediately prior to the Effective Time, was automatically canceled and converted into the right to receive the Merger Consideration, without interest less applicable taxes and withholding.
Remarks:
/s/ Sarah W. Braley, Attorney in Fact05/15/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Enhabit (EHAB) director Stuart M. McGuigan report?

Stuart M. McGuigan reported issuer dispositions of Enhabit common stock. He disposed of 60,466 shares and a separate block of 15,000 shares at $13.80 per share, reflecting cancellation and cash conversion under the company’s merger agreement.

At what price were Enhabit (EHAB) shares converted in the merger?

Each share of Enhabit common stock was converted into the right to receive $13.80 in cash. This fixed amount, called the Merger Consideration, applied to shares outstanding immediately before the effective time of the merger described in the agreement.

Does the Enhabit (EHAB) Form 4 show open-market buying or selling?

The Form 4 does not show open-market trades. It reports disposition-to-issuer transactions where shares were canceled and converted into cash at $13.80 per share in connection with the merger, rather than discretionary market purchases or sales.

How did the Enhabit (EHAB) merger affect deferred stock units (DSUs)?

Each DSU, representing a right to one Enhabit common share, was automatically canceled at the effective time. Every DSU converted into the right to receive the $13.80 Merger Consideration in cash, less applicable taxes and withholding obligations.

Did Stuart M. McGuigan retain Enhabit (EHAB) shares after these transactions?

One transaction line shows 60,466 shares disposed with zero shares reported following that disposition. Another line shows 15,000 shares disposed with 60,466 shares reported following it, together reflecting how his holdings were treated under the merger structure.

What is the Agreement and Plan of Merger mentioned for Enhabit (EHAB)?

The Agreement and Plan of Merger is the contract under which Anchor Merger Sub, Inc. merged with Enhabit. At the merger’s effective time, each outstanding Enhabit common share was canceled and converted into the right to receive $13.80 in cash.