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Enhabit (EHAB) EVP Jolley reports equity awards cashed out at $13.80 per share in merger

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

Rhea-AI Filing Summary

Enhabit, Inc. executive Julie Diane Jolley reported multiple compensation-related equity transactions tied to the company’s merger with Anchor Parent, LLC. Under the merger, each share of Enhabit common stock was canceled and converted into the right to receive $13.80 in cash at the effective time.

Her Form 4 shows grants or awards of common stock and corresponding dispositions back to the issuer, reflecting the treatment of restricted stock units and performance stock units that vested and were converted into the cash merger consideration rather than open-market trades.

Positive

  • None.

Negative

  • None.

Insights

Executive equity awards vest and cash out at $13.80 per share in Enhabit’s merger.

The filing shows Julie Diane Jolley, EVP of Home Health Operations, reporting issuer dispositions and grants of Enhabit common stock at $13.80 per share. These reflect equity awards being settled in cash as part of the company’s change of control, not open-market buying or selling.

Footnotes explain that restricted stock units and performance stock units for 2024, 2025, and 2026 vested at specified performance levels, then were canceled and converted into the right to receive the merger consideration. This is standard treatment in a cash merger and primarily affects how this executive’s compensation is realized, rather than the ongoing capital structure.

Insider Jolley Julie Diane
Role EVP of Home Health Operations
Type Security Shares Price Value
Disposition Common Stock 73,591 $13.80 $1.02M
Disposition Common Stock 63,539 $13.80 $877K
Grant/Award Common Stock 41,784 $13.80 $577K
Disposition Common Stock 41,784 $13.80 $577K
Grant/Award Common Stock 62,320 $13.80 $860K
Disposition Common Stock 62,320 $13.80 $860K
Grant/Award Common Stock 25,305 $13.80 $349K
Disposition Common Stock 25,305 $13.80 $349K
Holdings After Transaction: Common Stock — 63,539 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 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. Represents performance stock units awarded in 2026 ('2026 PSUs'). Pursuant to the Merger Agreement, each 2026 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 140% of target level of performance had been achieved, and each such 2026 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.
Merger consideration per share $13.80 per share Cash paid for each Enhabit common share at the effective time
2024 PSU performance level 153.5% of target Vesting assumption for 2024 performance stock units before cash-out
2025 PSU performance level 170% of target Vesting assumption for 2025 performance stock units before cash-out
2026 PSU performance level 140% of target Vesting assumption for 2026 performance stock units before cash-out
Example reported lot 73,591 shares One disposition to issuer of Enhabit common stock at $13.80 per share
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.
restricted stock units financial
"Represents restricted stock units ('RSUs'). Each RSU represents a contingent right to receive one share"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
performance stock units financial
"Represents performance stock units awarded in 2024 ('2024 PSUs')"
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
Effective Time regulatory
"At the effective time of the Merger (the 'Effective Time')"
Form 4 Insider Transactions: What Each Field Means →
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*
Jolley Julie Diane
(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)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP of Home Health Operations
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)05/15/2026D73,591D$13.863,539D
Common Stock(2)05/15/2026D63,539D$13.80D
Common Stock(3)05/15/2026A41,784A$13.841,784D
Common Stock(3)05/15/2026D41,784D$13.80D
Common Stock(4)05/15/2026A62,320A$13.862,320D
Common Stock(4)05/15/2026D62,320D$13.80D
Common Stock(5)05/15/2026A25,305A$13.825,305D
Common Stock(5)05/15/2026D25,305D$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 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.
3. 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.
4. 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.
5. Represents performance stock units awarded in 2026 ('2026 PSUs'). Pursuant to the Merger Agreement, each 2026 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 140% of target level of performance had been achieved, and each such 2026 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.
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)

Source: View Original Filing on SEC EDGAR

FAQ

What did Enhabit (EHAB) disclose about Julie Jolley’s shares in this Form 4?

The Form 4 reports that EVP Julie Diane Jolley had several equity awards in Enhabit common stock disposed to the issuer and granted or awarded at $13.80 per share as part of the company’s merger-related equity compensation treatment.

How are Enhabit (EHAB) common shares treated in the merger described in the Form 4?

Each share of Enhabit common stock outstanding immediately before the merger’s effective time was automatically canceled and converted into the right to receive $13.80 in cash, called the Merger Consideration, under the Agreement and Plan of Merger.

What happened to Enhabit (EHAB) restricted stock units reported in this filing?

Restricted stock units became fully vested immediately before the merger’s effective time, were automatically canceled, and converted into the right to receive the $13.80 per-share Merger Consideration in cash, less applicable taxes and withholding, instead of remaining outstanding as equity awards.

How were Enhabit (EHAB) 2024 performance stock units treated in the merger?

2024 performance stock units vested in a number of shares assuming 153.5% of target performance, then each vested unit was canceled and converted into the right to receive the $13.80 cash Merger Consideration, with any remaining unvested portion canceled for no consideration.

What performance assumptions applied to Enhabit (EHAB) 2025 and 2026 PSUs?

2025 performance stock units vested assuming 170% of target performance, and 2026 performance stock units vested assuming 140%. Each vested unit was then canceled and converted into cash at the $13.80 Merger Consideration, with unvested portions canceled without payment.

Does this Enhabit (EHAB) Form 4 reflect open-market stock sales or purchases?

No open-market trades are reported. The transactions are coded as dispositions to the issuer and grant or award acquisitions, reflecting the merger-related cash-out of restricted and performance stock units rather than market buying or selling of Enhabit shares.