National Healthcare Corp (NHC) director awarded options on 7,500 shares

Rhea-AI Filing Summary

National Healthcare Corp director David R. Gifford received a new stock option grant. He was granted options to purchase 7,500 shares of NHC common stock at an exercise price of $171.42 per share. The options were granted under the 2020 Omnibus Equity Incentive Plan and are scheduled to expire on May 6, 2030. The grant is reported as a compensation-related award and is exempt from Section 16(b) under Rule 16b-3(d).

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Gifford David R.

Role null

Type	Security	Shares	Price	Value
Grant/Award	Option to Purchase Common Stock [2026 Grant]	7,500	$0.00	--

Holdings After Transaction: Option to Purchase Common Stock [2026 Grant] — 7,500 shares (Direct, null)

Footnotes (1)

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Key Figures

Option grant size: 7,500 shares Exercise price: $171.42 per share Expiration date: May 6, 2030 +1 more

4 metrics

Option grant size 7,500 shares Options to purchase common stock granted to director

Exercise price $171.42 per share Stock option exercise price for the 2026 grant

Expiration date May 6, 2030 Stock option expiration for the 2026 grant

Options held after grant 7,500 options Total derivative securities following transaction

Key Terms

2020 Omnibus Equity Incentive Plan, stock options, Section 16(b), Rule 16b-3(d)

4 terms

2020 Omnibus Equity Incentive Plan financial

"These stock options were granted pursuant to the 2020 Omnibus Equity Incentive Plan on May 7, 2026."

stock options financial

"These stock options were granted pursuant to the 2020 Omnibus Equity Incentive Plan on May 7, 2026."

Stock options are agreements that give a person the right to buy or sell a company's stock at a specific price within a certain time frame. They are often used as a reward or incentive, similar to a coupon that can be used later if the stock price rises, allowing the holder to make a profit.

Section 16(b) regulatory

"The grant and exercise of these stock options are exempt from Section 16(b) pursuant to Rule 16b-3(d)."

A federal rule that requires company insiders—like officers, directors and large shareholders—to return any profits made from buying and selling the company’s stock within a six-month window. It matters to investors because it discourages short-term trades that could exploit non-public information and helps protect outside shareholders by creating a simple, enforceable way to recover unfair gains, much like a rule stopping someone from flipping a limited-edition item for quick profit after getting early access.

Rule 16b-3(d) regulatory

"The grant and exercise of these stock options are exempt from Section 16(b) pursuant to Rule 16b-3(d)."

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^*

Gifford David R.

(Last) (First) (Middle)

100 VINE STREET

(Street)

MURFREESBORO TENNESSEE 37130

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
NATIONAL HEALTHCARE CORP [ NHC ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/07/2026

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

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
Option to Purchase Common Stock [2026 Grant]	$171.42	05/07/2026		A		7,500(1)		05/07/2026	05/06/2030	Common Stock	7,500	$0	7,500	D

Explanation of Responses:

1. These stock options were granted pursuant to the 2020 Omnibus Equity Incentive Plan on May 7, 2026. The grant and exercise of these stock options are exempt from Section 16(b) pursuant to Rule 16b-3(d).

	/s/ David R. Gifford	05/07/2026
	** 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 did National Healthcare Corp (NHC) director David R. Gifford report on this Form 4?

David R. Gifford reported receiving a grant of stock options to buy 7,500 shares of National Healthcare Corp common stock. The options were awarded as compensation and reported as a derivative acquisition rather than an open-market purchase or sale.

How many NHC shares are covered by David R. Gifford’s new stock options?

The new stock option grant covers 7,500 shares of National Healthcare Corp common stock. These options give him the right to purchase that number of shares in the future at a fixed exercise price defined in the grant terms.

What is the exercise price and expiration date of David R. Gifford’s NHC stock options?

The options have an exercise price of $171.42 per share and are scheduled to expire on May 6, 2030. This means he can choose to buy NHC shares at $171.42 any time before that expiration date, subject to plan and grant conditions.

Was David R. Gifford’s NHC stock option grant an open-market transaction?

No. The filing shows the transaction code "A," indicating a grant or award rather than an open-market trade. The options were granted under the company’s 2020 Omnibus Equity Incentive Plan as part of compensation, with no purchase price paid at grant.

How many stock options does David R. Gifford hold in NHC after this grant?

After this grant, David R. Gifford is shown holding 7,500 stock options. The filing lists the total derivative securities following the transaction as 7,500, indicating this grant establishes or updates his option position reported in this document.

Why is the NHC stock option grant to David R. Gifford exempt under Section 16(b)?

The footnote states the stock options were granted under the 2020 Omnibus Equity Incentive Plan and are exempt from Section 16(b) pursuant to Rule 16b-3(d). This rule generally provides an exemption for certain board-approved, issuer-granted equity awards to insiders.