Enhabit director equity cashed out at $13.80 in merger

Enhabit, Inc. director Charles M. Elson reported the disposition of his equity in connection with the company’s merger.

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.

Insider Trade Summary

Disposition: 80,638 shares

Disposition 2 txns

Insider ELSON CHARLES M

Role Director

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 — 0 shares (Direct)

Footnotes (2)

1. F1. 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. F2. 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..."

The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.

Surviving Corporation regulatory

"with the Company surviving the Merger as a wholly owned subsidiary of Parent (the 'Surviving Corporation')."

The surviving corporation is the company entity that continues to exist after a merger, consolidation, or similar reorganization; it absorbs the assets, liabilities, contracts, and business of the combining firms and remains on the legal books while the other entities cease to exist. For investors, it matters because ownership, shareholder rights, outstanding securities, and regulatory or listing obligations move into that single continuing company—think of it as the ship that all passengers board after two boats are joined together.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

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 price per share did Enhabit (EHAB) shareholders receive in the merger?

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

How many Enhabit (EHAB) shares did Charles M. Elson dispose of?

He reported two issuer dispositions totaling 73,412 and 7,226 shares of common stock at $13.80 per share. These transactions reflect his equity, including related deferred stock units, being canceled for cash in the merger.

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.

Does Charles M. Elson still hold Enhabit (EHAB) shares after the merger?

According to this Form 4, Elson reported 0 shares of Enhabit common stock directly after the issuer dispositions at $13.80 per share, indicating his reported direct equity position was fully converted into cash in the merger.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/15/2026 - 12:27 PM Learn about SEC filing dates

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

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^*

ELSON CHARLES 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)

X	Director		10% 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)

X	Form 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)
			Code	V	Amount	(A) or (D)	Price
Common Stock(1)	05/15/2026		D		7,226	D	$13.8	73,412	D
Common Stock(2)	05/15/2026		D		73,412	D	$13.8	0	D

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

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 Fact	05/15/2026
	** 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.
* Form 4: SEC 1474 (03-26)