Encompass Health (EHC) CEO gets 35,461 options, withholds shares for tax

Rhea-AI Filing Summary

Encompass Health Corp President & CEO Mark J. Tarr reported a mix of equity award activity and tax-related share withholding. He received a grant of non-qualified stock options covering 35,461 shares at an exercise price of $108.06 per share. According to the disclosure, these options become exercisable in equal annual installments over a three-year period beginning March 2, 2027.

In a separate transaction, 2,187 shares of Encompass Health common stock were withheld or surrendered at $107.88 per share to satisfy tax withholding obligations tied to the vesting of related restricted stock. After these transactions, Tarr directly held 440,962 shares of common stock.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Tarr Mark J

Role President & CEO

Type	Security	Shares	Price	Value
Grant/Award	Non-qualified Stock Option (Right to Buy)	35,461	$108.06	$3.83M
Tax Withholding	Encompass Health Common Stock	2,187	$107.88	$236K

Holdings After Transaction: Non-qualified Stock Option (Right to Buy) — 35,461 shares (Direct); Encompass Health Common Stock — 440,962 shares (Direct)

Footnotes (1)

1. These shares were withheld or surrendered to pay the insider's tax withholding obligations incurred in connection with the vesting of the related restricted stock. The option becomes exercisable in equal annual installments over a three-year period commencing March 2, 2027.

Form 4 Insider Transactions: What Each Field Means →

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

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^*

Tarr Mark J

(Last) (First) (Middle)

9001 LIBERTY PARKWAY

(Street)

BIRMINGHAM AL 35242

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Encompass Health Corp [ EHC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/28/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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
Encompass Health Common Stock	02/28/2026		F		2,187(1)	D	$107.88	440,962	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
Non-qualified Stock Option (Right to Buy)	$108.06	03/02/2026		A		35,461		03/02/2027(2)	03/02/2036	Encompass Health Common Stock	35,461	$108.06	35,461	D

Explanation of Responses:

1. These shares were withheld or surrendered to pay the insider's tax withholding obligations incurred in connection with the vesting of the related restricted stock.

2. The option becomes exercisable in equal annual installments over a three-year period commencing March 2, 2027.

	/s/ Patrick Darby, attorney-in-fact for Mark J. Tarr	03/03/2026
	** 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.

FAQ

What insider transactions did Encompass Health (EHC) CEO Mark Tarr report on this Form 4?

Mark J. Tarr reported two transactions: a grant of non-qualified stock options for 35,461 shares at $108.06 and a withholding of 2,187 common shares at $107.88 to cover tax obligations from restricted stock vesting.

How many Encompass Health (EHC) stock options were granted to CEO Mark Tarr and at what price?

Mark Tarr received a grant of non-qualified stock options covering 35,461 shares with an exercise price of $108.06 per share. These options represent a new equity award and are separate from his existing common stock holdings in Encompass Health.

When do Mark Tarr’s newly granted Encompass Health (EHC) stock options vest?

The option grant becomes exercisable in equal annual installments over a three-year period starting March 2, 2027. This means portions of the 35,461 options will vest each year, creating a staggered vesting schedule rather than immediate exercisability.

Why were 2,187 Encompass Health (EHC) shares disposed of in Mark Tarr’s Form 4 filing?

The 2,187 shares were withheld or surrendered to pay Mark Tarr’s tax withholding obligations arising from the vesting of related restricted stock. This tax-withholding disposition, at $107.88 per share, is not an open-market sale but settlement of tax liabilities.

How many Encompass Health (EHC) common shares does CEO Mark Tarr hold after these transactions?

After the reported equity award and tax-withholding disposition, Mark Tarr directly holds 440,962 shares of Encompass Health common stock. This figure reflects his updated direct ownership following the 2,187-share withholding related to restricted stock vesting.

Are Mark Tarr’s Encompass Health (EHC) Form 4 transactions open-market buys or sells?

No, the filing shows a grant of non-qualified stock options and a tax-withholding disposition. The option grant is classified as an award acquisition, while the 2,187-share disposition represents shares withheld to satisfy tax obligations from restricted stock vesting, not an open-market trade.