Enhabit (NYSE: EHAB) director reports equity canceled for $13.80 cash in merger
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Enhabit, Inc. director Charles M. Elson reported the disposition of his equity in connection with the company’s merger. Under an Agreement and Plan of Merger among Enhabit, Anchor Parent, LLC and Anchor Merger Sub, each share of Enhabit common stock was automatically canceled and converted into the right to receive $13.80 in cash.
Elson reported dispositions of 73,412 and 7,226 shares of common stock at $13.80 per share, reflecting both shares and deferred stock units being canceled for cash consideration. Following these transactions, he reported holding 0 shares directly.
Positive
- None.
Negative
- None.
Insider Trade Summary
2 transactions reported
Mixed
2 txns
Insider
ELSON CHARLES M
Role
null
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Common Stock | 7,226 | $13.80 | $100K |
| Disposition | Common Stock | 73,412 | $13.80 | $1.01M |
Holdings After Transaction:
Common Stock — 73,412 shares (Direct, null)
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 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.
Key Figures
Merger consideration per share: $13.80 cash per share
Shares disposed (primary block): 73,412 shares
Shares disposed (additional block): 7,226 shares
+2 more
5 metrics
Merger consideration per share
$13.80 cash per share
Cash paid for each Enhabit common share at the Effective Time
Shares disposed (primary block)
73,412 shares
Issuer disposition of Enhabit common stock at $13.80 per share
Shares disposed (additional block)
7,226 shares
Second issuer disposition of common stock at $13.80 per share
Post-transaction holdings
0 shares
Common stock directly held by Charles M. Elson after merger-related dispositions
Merger agreement date
February 22, 2026
Date of Agreement and Plan of Merger among Enhabit, Anchor Parent and Merger Sub
Key Terms
Agreement and Plan of Merger, Merger Consideration, deferred stock units, Effective Time, +1 more
5 terms
Agreement and Plan of Merger regulatory
"Pursuant to the Agreement and Plan of Merger ('Merger Agreement'), dated as of February 22, 2026..."
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.
deferred stock units financial
"Represents deferred stock units ('DSUs'). Each DSU represents a contingent right to receive one share..."
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.
Effective Time regulatory
"At the effective time of the Merger (the 'Effective Time'), each share of the Company's common stock..."
Surviving Corporation regulatory
"with the Company surviving the Merger as a wholly owned subsidiary of Parent (the 'Surviving Corporation')."
FAQ
What did Enhabit (EHAB) director Charles M. Elson report on this Form 4?
Charles M. Elson reported disposing of his Enhabit common stock in connection with a merger. His reported holdings fell to 0 shares after transactions at $13.80 per share, reflecting cancellation of equity for cash consideration.
What merger triggered the Enhabit (EHAB) insider equity disposition?
The disposition was triggered by a merger under an Agreement and Plan of Merger among Enhabit, Anchor Parent, LLC and Anchor Merger Sub, Inc. At the merger’s effective time, each Enhabit common share was canceled and converted into $13.80 in cash.
What happened to Enhabit (EHAB) deferred stock units in the merger?
Each deferred stock unit (DSU), representing a right to one Enhabit common share, was canceled and converted into the right to receive the $13.80 per-share Merger Consideration, less applicable taxes and withholding, at the merger’s effective time.