Every 8-K that Ensign Group Inc (ENSG) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow ENSG and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full ENSG filings page.
The Ensign Group, Inc. (ENSG) reported that its Board of Directors approved amended and restated bylaws effective August 20, 2026. The revisions align the bylaws with developments in Delaware law and clarify Board and meeting chair powers to regulate conduct at stockholder meetings.
The bylaws update procedural mechanics and disclosure requirements for stockholder director nominations and other business proposals, expanding the scope of information required about proposing stockholders, nominees and related persons. They also change the timing window for advance notice to generally 90 to 120 days before the anniversary of the prior annual meeting, with specific rules if a meeting is held more than 60 days after that anniversary.
Director candidates are now required to be available for interviews by Board members regarding their candidacy and qualifications. For the 2027 annual meeting, written notice of stockholder nominations or other business (outside Rule 14a-8) must be received between January 13, 2027 and February 12, 2027, while previously announced Rule 14a-8 and Rule 14a-19 deadlines remain unchanged.
The Ensign Group, Inc. (ENSG) entered into a Fourth Amended and Restated Credit Agreement on August 19, 2026, increasing its revolving credit facility by $200 million to an aggregate principal amount of $800 million and extending the maturity to August 19, 2031. Truist Bank acts as administrative agent for a lending syndicate that includes several major U.S. banks. Borrowings bear interest, at Ensign’s option, at either a base rate plus 0.25%–1.00% per year or Term SOFR plus 1.25%–2.00% per year, in each case tied to the ratio of Consolidated Total Net Debt to Consolidated EBITDA. Ensign will also pay a 0.175%–0.30% annual commitment fee on unused commitments and a drawn commitment fee of 1.25%–2.00% per year. Obligations are joint and several with Standard Bearer Healthcare REIT, Inc., guaranteed by certain domestic subsidiaries, and secured by liens on certain assets, with customary events of default.
The Ensign Group, Inc. reported strong second-quarter 2026 results, with consolidated revenue of $1,440,481 (in thousands), GAAP diluted earnings per share of $1.68 and adjusted EPS of $1.92, all showing double‑digit year‑over‑year growth. GAAP net income was $99.7 million, while adjusted net income reached $114.3 million. Adjusted EBITDA was $181,149 (in thousands), and Standard Bearer segment FFO was $24.7 million, each increasing versus the prior-year quarter.
Operationally, Same Facility skilled services revenue rose 6.6% and Transitioning Facility revenue 6.1%, with total skilled services revenue up 17.6%. Same Facility and Transitioning Facility occupancy were 84.1% and 84.7%, respectively, and clinical metrics from CMS showed materially better outcomes than industry and national averages.
On the strength of these results, Ensign raised its 2026 guidance for diluted EPS to $7.75 to $7.85 and revenue to $5.87 billion to $5.92 billion, above prior ranges. The company ended June 30, 2026 with $262.3 million of cash, $591.6 million of available credit capacity, 398 healthcare operations, and paid a quarterly dividend of $0.065 per share.
The Ensign Group, Inc. announced that its board approved a $60 million increase to its previously authorized $40 million stock repurchase program, raising total buyback capacity to $100 million. Repurchases may occur in open‑market and privately negotiated transactions, including under Rule 10b‑18 and Rule 10b5‑1 plans.
The program is discretionary, with no obligation to repurchase a specific amount, and can be modified, suspended or discontinued at any time. Management highlights strong financial performance and a focus on disciplined capital allocation as it prepares to commence repurchases under the expanded authorization in the near term.
The Ensign Group, Inc. disclosed that its Board of Directors approved a new stock repurchase program authorizing the company to buy back up to $40,000,000 of its common stock. The new program will begin after the current repurchase program expires.
The company may repurchase shares in open market or privately negotiated transactions, including under Rule 10b-18 and Rule 10b5-1 plans, or by other lawful methods. The authorization does not require repurchasing any specific number of shares and may be changed or terminated at any time, with activity depending on business strategy, market conditions, liquidity needs, contractual restrictions, and other factors.
The Ensign Group, Inc. reported results of its 2026 Annual Meeting of Stockholders held on May 13, 2026. Common shares entitled to vote totaled 58,413,971 as of March 18, 2026, with 54,180,430 shares represented in person or by proxy.
Stockholders elected four directors: Barry M. Smith, Swati B. Abbott, Suzanne D. Snapper as Class I directors for three-year terms, and Marivic Uychiat Pison as a Class II director for a one-year term. Each nominee received substantially more votes "for" than "against."
Stockholders also ratified Deloitte & Touche LLP as independent registered public accounting firm for the year ending December 31, 2026 and approved, on an advisory basis, the compensation of named executive officers, including the Compensation Discussion and Analysis and related tables.
The Ensign Group reported strong first-quarter 2026 growth and raised its full-year outlook. Revenue reached $1.39 billion, up 18.4% from the prior-year quarter, driven by higher occupancy, more skilled patient days, and expansion of its skilled nursing footprint.
GAAP diluted EPS was $1.67, with adjusted EPS of $1.85, both rising about 22%. GAAP net income attributable to Ensign was $99.7 million, up 24.2%, while adjusted net income reached $110.2 million. Skilled services revenue grew 18.4% to $1.33 billion, supported by record occupancy and higher Medicare and managed care volumes.
Management increased 2026 diluted EPS guidance to $7.48–$7.62 and revenue guidance to $5.81–$5.86 billion. Ensign also completed or announced numerous facility and real estate acquisitions, ending the quarter with 395 healthcare operations and 179 owned real estate assets, and maintained solid liquidity with $539.5 million of cash and significant credit capacity.
The Ensign Group, Inc. filed a current report to note that it issued a press release with its financial results for the fourth quarter and year ended December 31, 2025. The press release is furnished as Exhibit 99.1.
The company highlights several non-GAAP measures used in that release, including Adjusted Net Income, Adjusted Earnings per Share, EBITDA, Adjusted EBITDA, Adjusted EBITDAR, Adjusted EBT and Funds from Operations for its real estate segment. The filing explains how each metric is calculated from net income and why management believes these measures provide supplemental insight, while emphasizing they should be considered alongside GAAP results and may not be comparable to similar measures used by other companies.
The Ensign Group, Inc. filed an 8-K stating it issued a press release reporting financial results for its third quarter ended September 30, 2025. The disclosure was made under Item 2.02 (Results of Operations and Financial Condition).
The release includes non-GAAP measures such as Adjusted Net Income, Adjusted EPS, EBITDA, Adjusted EBITDA, Adjusted EBITDAR, Adjusted EBT, and FFO for its Standard Bearer real estate segment. The company provides definitions, notes Regulation G conditions, and highlights limitations of these metrics relative to GAAP. The press release is furnished as Exhibit 99.1.
The Ensign Group, Inc. reported compensation actions related to the previously announced retirement of director Christopher Christensen from its Board effective September 1, 2025. The compensation committee approved the accelerated vesting, as of August 21, 2025, of 3,300 unvested restricted stock awards and 21,750 unvested stock options in the company, plus 1,000 unvested restricted stock awards in Standard Bearer Healthcare REIT, Inc.
Mr. Christensen will receive a cash bonus of $2,070,000 for services from January 1, 2025 to September 1, 2025, and a cash subsidy of up to $150,000 as prepayment for five years of health insurance premiums starting September 1, 2025. He may provide advisory services to management for up to one year at a rate not exceeding $100,000 per year. Under the Standard Bearer 2022 Omnibus Incentive Plan, the company will repurchase 19,726 Standard Bearer common shares and one preferred share from Mr. Christensen for a total of $287,393, based on third-party fair market value.