Enhabit (EHAB) CEO reports merger-related equity cashout at $13.80 per share
Rhea-AI Filing Summary
Enhabit, Inc. President and CEO Barbara Ann Jacobsmeyer reported several non-market transactions in connection with the company’s merger into Anchor Parent, LLC. At the merger’s effective time, each share of Enhabit common stock was canceled and converted into the right to receive $13.80 in cash per share as merger consideration.
The filing shows dispositions of common stock back to the issuer at $13.80 per share and offsetting grants or awards of common stock on the same date, reflecting the treatment of equity awards under the merger agreement rather than open-market trading. Following one of the reported transactions, Jacobsmeyer held 193,093 shares of common stock directly.
Restricted shares (RSAs) and restricted stock units (RSUs) became fully vested and were automatically canceled and converted into rights to receive the $13.80 cash consideration, subject to taxes and withholding. Performance stock units granted in 2024 vested based on 153.5% of target performance, and 2025 awards vested based on 170% of target performance, with any remaining unvested portions canceled for no consideration.
Positive
- None.
Negative
- None.
Insider Trade Summary
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Common Stock | 413,614 | $13.80 | $5.71M |
| Disposition | Common Stock | 65,964 | $13.80 | $910K |
| Disposition | Common Stock | 127,129 | $13.80 | $1.75M |
| Grant/Award | Common Stock | 263,237 | $13.80 | $3.63M |
| Disposition | Common Stock | 263,237 | $13.80 | $3.63M |
| Grant/Award | Common Stock | 340,530 | $13.80 | $4.70M |
| Disposition | Common Stock | 340,530 | $13.80 | $4.70M |
Footnotes (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 restricted shares ('RSAs'). Each RSA represents a contingent right to receive one share of common stock of the Company. Pursuant to the Merger Agreement, each RSA that was outstanding as of immediately prior to the Effective Time became fully vested and was automatically canceled and converted into the right to receive the Merger Consideration, without interest less applicable taxes and withholding. Represents restricted stock units ('RSUs'). Each RSU represents a contingent right to receive one share of common stock of the Company. Pursuant to the Merger Agreement, each RSU that was outstanding as of immediately prior to the Effective Time, to the extent unvested, became fully vested and was automatically canceled and converted into the right to receive the Merger Consideration, without interest less applicable taxes and withholding. Represents performance stock units awarded in 2024 ('2024 PSUs'). Pursuant to the Merger Agreement, each 2024 PSU that was outstanding as of immediately prior to the Effective Time became vested in the number of shares of Company common stock assuming that 153.5% of target level of performance had been achieved, and each such 2024 PSU was automatically canceled and converted into the right to receive the Merger Consideration, less applicable taxes and withholding, and any unvested portion was automatically canceled for no consideration. Represents performance stock units awarded in 2025 ('2025 PSUs'). Pursuant to the Merger Agreement, each 2025 PSU that was outstanding as of immediately prior to the Effective Time became vested in the number of shares of Company common stock assuming that 170% of target level of performance had been achieved, and each such 2025 PSU was automatically canceled and converted into the right to receive the Merger Consideration, less applicable taxes and withholding, and any unvested portion was automatically canceled for no consideration.