Ensign Group (ENSG) COO reports 351-share tax-withholding on equity grant

Rhea-AI Filing Summary

ENSIGN GROUP, INC President and COO Spencer Burton reported a routine tax-withholding event related to equity compensation. On this Form 4, 351 shares of common stock were disposed of at $176.66 per share to cover tax obligations on a restricted stock award. Following this withholding, Burton directly holds 69,015 shares of common stock. The footnote explains that the shares relate to taxes withheld on a restricted stock award granted on May 18, 2023, which vests in five equal annual installments beginning May 18, 2024.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Burton Spencer

Role President and COO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	351	$176.66	$62K

Holdings After Transaction: Common Stock — 69,015 shares (Direct, null)

Footnotes (1)

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Key Figures

Tax-withheld shares: 351 shares Withholding price: $176.66 per share Post-transaction holdings: 69,015 shares +2 more

5 metrics

Tax-withheld shares 351 shares Shares delivered to cover tax liability on restricted stock

Withholding price $176.66 per share Value per share for the 351-share tax-withholding disposition

Post-transaction holdings 69,015 shares Common stock directly held by Spencer Burton after the transaction

Award grant date May 18, 2023 Grant date of the restricted stock award underlying this withholding

Vesting schedule Five equal annual installments Restricted stock vests annually beginning May 18, 2024

Key Terms

Restricted Stock Award, tax-withholding disposition, Common Stock, vesting

4 terms

Restricted Stock Award financial

"These shares relate to taxes withheld on a Restricted Stock Award granted May 18, 2023"

A restricted stock award is company shares given to an employee or executive that cannot be sold or fully owned until certain conditions—like staying with the company for a set time or hitting performance targets—are met. Think of it as a gift that only becomes yours after you fulfill specific obligations; for investors, these awards matter because they can increase the total shares outstanding when they vest, reveal how management is being paid and motivated, and create potential selling pressure when restrictions lift.

tax-withholding disposition financial

"transaction_action: tax-withholding disposition"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Common Stock financial

"security_title: Common Stock"

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

vesting financial

"that vests in five equal annual installments beginning May 18, 2024"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

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^*

Burton Spencer

(Last) (First) (Middle)

29222 RANCHO VIEJO ROAD

SUITE 127

(Street)

SAN JUAN CAPISTRANO CALIFORNIA 92675

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ENSIGN GROUP, INC [ ENSG ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and COO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/18/2026

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	05/18/2026		F		351(1)	D	$176.66	69,015	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 relate to taxes withheld on a Restricted Stock Award granted May 18, 2023 that vests in five equal annual installments beginning May 18, 2024.

Remarks:

	/s/ Chad A. Keetch, as power of attorney	05/19/2026
	** 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)

FAQ

What insider transaction did ENSIGN GROUP (ENSG) report for Spencer Burton?

ENSIGN GROUP reported a routine tax-withholding disposition for President and COO Spencer Burton. 351 shares of common stock were withheld to satisfy taxes on a restricted stock award, rather than sold on the open market, and his equity stake remains sizable afterward.

How many ENSIGN GROUP (ENSG) shares were involved in Spencer Burton’s Form 4?

The Form 4 shows 351 ENSIGN GROUP common shares disposed of at $176.66 each. These shares were withheld to cover tax liabilities from vesting restricted stock, not an open-market sale, as part of routine equity compensation mechanics.

How many ENSIGN GROUP (ENSG) shares does Spencer Burton hold after this transaction?

After the tax-withholding event, Spencer Burton directly holds 69,015 shares of ENSIGN GROUP common stock. This indicates the 351 shares withheld for taxes are small relative to his remaining position and reflect standard equity compensation treatment, not a major ownership change.

What is the source of the ENSIGN GROUP (ENSG) restricted stock in this filing?

The restricted stock comes from an award granted on May 18, 2023. According to the footnote, it vests in five equal annual installments starting May 18, 2024, and the 351-share disposition reflects taxes withheld as part of that vesting process.

Does Spencer Burton’s ENSIGN GROUP (ENSG) Form 4 indicate an open-market sale?

The Form 4 does not indicate an open-market sale. It shows a tax-withholding disposition coded as “F,” meaning 351 shares were delivered to cover tax liabilities on restricted stock, a common non-market transaction within executive compensation programs.