Healthcare Services Group (NASDAQ: HCSG) director elects DSU fee compensation
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Simmons Kurt JR reported acquisition or exercise transactions in this Form 4 filing.
Healthcare Services Group Inc. director Kurt JR Simmons reported receiving 809 shares of common stock as a grant under the company’s 2020 Omnibus Incentive Plan. The award reflects an election to take board fees in fully vested Deferred Stock Units (DSUs) valued at $18.55 per share.
After this grant, Simmons holds 28,190 DSUs, consisting of 2,806 unvested DSUs and 25,384 vested DSUs. These DSUs will be settled in shares of common stock on the earlier of January 1, 2031, death, disability, separation from service, or a Change of Control, with an option for further deferral under Code Section 409A.
Positive
- None.
Negative
- None.
Insider Trade Summary 10b5-1
1 transaction reported
Mixed
1 txn
Insider
Simmons Kurt JR
Role
Director
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Common Stock | 809 | $18.55 | $15K |
Holdings After Transaction:
Common Stock — 28,190 shares (Direct)
Footnotes (1)
- The reporting person has elected to receive fully vested shares of Deferred Stock Units ("DSUs") under the Issuer's 2020 Omnibus Incentive Plan in lieu of cash fees payable for service on the Issuer's Board of Directors and any committees thereof. The reporting person made this election in 2025 which applies to Director's fees earned in 2026 in compliance with the Issuer's blackout period guidelines. The number of shares represents the quotient of the amount of such fees divided by the Issuer's closing stock price on the date such fees would otherwise be paid, rounded up to the nearest whole share. Such DSUs will be settled in shares of common stock on the first to occur of (i) January 1, 2031; (ii) the Participant's date of death, disability or separation from service; or (iii) the date of a Change of Control (the "Settlement Date"). The reporting person may elect a further deferral beyond the Settlement Date pursuant to the rules of Code Section 409A. Amount represents 2,806 unvested DSUs and 25,384 vested DSUs.
Key Figures
Stock award size: 809 shares
Grant valuation price: $18.55 per share
Total DSUs held: 28,190 units
+3 more
6 metrics
Stock award size
809 shares
Grant of common stock/DSUs for board fees
Grant valuation price
$18.55 per share
Issuer’s closing stock price used to calculate DSUs
Total DSUs held
28,190 units
Holdings following the reported grant
Unvested DSUs
2,806 units
Portion of DSUs that remain unvested
Vested DSUs
25,384 units
Portion of DSUs that are vested
Earliest standard settlement date
January 1, 2031
First scheduled DSU settlement date absent earlier events
Key Terms
Deferred Stock Units, 2020 Omnibus Incentive Plan, blackout period guidelines, Change of Control, +1 more
5 terms
Deferred Stock Units financial
"fully vested shares of Deferred Stock Units ("DSUs") under the Issuer's 2020 Omnibus Incentive Plan"
Deferred stock units are promises from a company to give an employee shares of stock at a future date, often after certain conditions are met or after leaving the company. They function like a form of delayed compensation, allowing employees to earn shares over time. For investors, they represent potential future ownership in the company, but do not provide immediate voting rights or dividends until the shares are actually received.
2020 Omnibus Incentive Plan financial
"under the Issuer's 2020 Omnibus Incentive Plan in lieu of cash fees"
blackout period guidelines regulatory
"election in 2025 which applies to Director's fees earned in 2026 in compliance with the Issuer's blackout period guidelines"
Change of Control financial
"separation from service; or (iii) the date of a Change of Control (the "Settlement Date")"
A change of control occurs when the ownership or management of a company shifts significantly, such as through a sale, merger, or acquisition, resulting in new leadership or ownership structure. This change can impact the company's direction and decision-making, which is important for investors because it may affect the company's stability, strategy, and future prospects.
Code Section 409A regulatory
"may elect a further deferral beyond the Settlement Date pursuant to the rules of Code Section 409A"
FAQ
What insider transaction did HCSG director Kurt JR Simmons report?
Kurt JR Simmons reported receiving 809 shares of common stock as a stock award. The grant reflects an election to take board fees in fully vested Deferred Stock Units, valued at $18.55 per share, under Healthcare Services Group’s 2020 Omnibus Incentive Plan.
How many Healthcare Services Group (HCSG) DSUs does Kurt JR Simmons now hold?
Following the reported grant, Simmons holds 28,190 Deferred Stock Units tied to Healthcare Services Group common stock. This total includes 2,806 unvested DSUs and 25,384 vested DSUs, representing equity-based compensation for his service on the company’s board and committees.
When will Kurt JR Simmons’s HCSG Deferred Stock Units be settled?
The DSUs will be settled in Healthcare Services Group common stock at the earliest of January 1, 2031, Simmons’s death, disability, separation from service, or a Change of Control. He may also elect an additional deferral period under the rules of Internal Revenue Code Section 409A.
What is the nature of the HCSG Form 4 transaction for Kurt JR Simmons?
The Form 4 transaction is classified as a grant or award acquisition of common stock, not an open-market trade. It reflects routine equity compensation in the form of Deferred Stock Units that replace cash fees for Simmons’s board and committee service at Healthcare Services Group.