Ensign insider cashes out 4,719 ENSG shares worth $730K

Rhea-AI Filing Summary

Ensign Group (NASDAQ: ENSG) filed a Form 4 disclosing that Vice President & Chief Legal Officer Beverly B. Wittekind executed an option exercise and same-day sale on 18 June 2025 under a Rule 10b5-1 plan adopted 12 Sep 2024.

The officer exercised 4,719 employee stock options at an exercise price of $45.34, acquiring 4,719 common shares. All newly issued shares were immediately sold at $155.00 per share, generating gross proceeds of approximately $0.73 million.

After the sale, Wittekind’s direct ownership returned to 38,679 shares, unchanged in absolute terms but representing a disposal of roughly 11 % of her previously reported stake. No derivative securities remain outstanding from the exercised grant, which originally vested in five equal installments between 2020 and 2024.

Positive

• None.

Negative

• Insider sale of 4,719 shares (≈11 % of personal stake) for ~$0.73 M by the Chief Legal Officer, potentially signaling reduced confidence.

Insights

Insider Trading Analyst

TL;DR: GC sold $0.73 M of ENSG shares (≈11 % stake) right after exercising options.

The filing shows a classic cashless exercise: options struck at $45.34 were converted and the stock immediately sold at $155. Although the net share count is unchanged, the transaction removes the officer’s economic exposure tied to this award and signals limited incremental confidence at current valuations. The dollar amount (≈$0.73 M) and percentage of holdings (≈11 %) meet materiality thresholds, making it a modestly negative sentiment indicator for investors monitoring insider activity.

Governance Specialist

TL;DR: Routine 10b5-1 sale; limited governance concern but worth noting.

Because the trade was pre-scheduled under a 10b5-1 plan, the governance risk is mitigated; however, investors often scrutinize sizeable C-suite sales for alignment. The General Counsel retains 38,679 shares, so overall ownership remains meaningful. Absent additional insiders selling or strategic changes, the governance impact is neutral, yet the transaction could weigh on near-term perception given its timing and size.

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).

X

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^*

Wittekind Beverly B.

(Last) (First) (Middle)

29222 RANCHO VIEJO ROAD

SUITE 127

(Street)

SAN JUAN CAPISTRANO CA 92675

(City) (State) (Zip)

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)
	VP and Chief Legal Officer

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2025

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
Common Stock	06/18/2025		M(1)		4,719	A	$45.34	43,398	D
Common Stock	06/18/2025		S(1)		4,719	D	$155	38,679	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
Employee Stock Option (right to buy)	$45.34	06/18/2025		M(1)			4,719	05/30/2020(2)	05/30/2029	Common Stock	4,719	$0	0	D

Explanation of Responses:

1. This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted on September 12, 2024.

2. These shares were granted May 30, 2019 and vested over 5 equal annual installments.

Remarks:

	/s/ Chad A. Keetch, as power of attorney	06/20/2025
	** 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.
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FAQ

How many ENSG shares did the Chief Legal Officer sell on 18 June 2025?

The Form 4 reports the sale of 4,719 common shares.

What was the sale price for the ENSG shares on 18 June 2025?

Shares were sold at $155.00 per share.

What proceeds did Beverly B. Wittekind generate from the 18 June 2025 sale?

Gross proceeds were approximately $0.73 million (4,719 × $155).

How many ENSG shares does the officer own after the reported transactions?

Post-transaction direct ownership stands at 38,679 shares.

Was the transaction pre-planned under a Rule 10b5-1 trading plan?

Yes. The filing states it was executed under a 10b5-1 plan adopted 12 September 2024.