Encompass Health (NYSE: EHC) CMO disposes shares for tax

Rhea-AI Filing Summary

Encompass Health Corp's chief medical officer, Elissa Joy Charbonneau, reported two share dispositions tied to tax withholding on vested restricted stock. On February 19, 2026, 4,016 Encompass Health common shares were withheld at $107.15 per share. On February 20, 2026, 287 shares were withheld at $106.55 per share. After these non-market, tax-related transactions, she directly owned 18,453.061 Encompass Health shares.

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

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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^*

Charbonneau Elissa Joy

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Medical Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

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	02/19/2026		F		4,016(1)	D	$107.15	18,740.061	D
Encompass Health Common Stock	02/20/2026		F		287(1)	D	$106.55	18,453.061	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. 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.

	/s/ Patrick Darby, attorney-in-fact for Ms. Charbonneau	02/23/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did Encompass Health (EHC) report for its CMO?

Encompass Health reported its chief medical officer disposed shares to cover tax withholding on vested restricted stock. Two Form 4 transactions show share withholdings on February 19 and 20, 2026, rather than open-market stock sales, reflecting routine equity compensation tax treatment.

How many Encompass Health (EHC) shares were withheld for the CMO’s taxes?

The Form 4 shows 4,016 Encompass Health common shares withheld on February 19, 2026, and 287 shares withheld on February 20, 2026. Both transactions are coded “F,” indicating tax-withholding dispositions related to vesting of restricted stock awards, not discretionary market sales.

At what prices were Encompass Health (EHC) shares withheld for tax purposes?

Shares were withheld at $107.15 per Encompass Health share on February 19, 2026, and $106.55 per share on February 20, 2026. These values represent the prices used to calculate the number of shares surrendered to satisfy the insider’s tax withholding obligations.

How many Encompass Health (EHC) shares does the CMO own after these transactions?

After the February 20, 2026 tax-withholding disposition, the chief medical officer directly owned 18,453.061 Encompass Health common shares. The ownership figure reflects equity remaining after shares were withheld or surrendered to satisfy tax obligations from restricted stock vesting.

Were the Encompass Health (EHC) insider transactions open-market sales?

No, both insider transactions were coded “F,” indicating payment of tax liability by delivering securities. A footnote clarifies the shares were withheld or surrendered to cover tax withholding on vested restricted stock, so they were not discretionary open-market stock sales.

What does transaction code “F” mean in the Encompass Health (EHC) Form 4?

Transaction code “F” indicates shares were disposed to pay the exercise price or satisfy tax liabilities. In this case, Encompass Health notes the shares were withheld or surrendered specifically to cover the insider’s tax withholding obligations from restricted stock vesting events.