NHC CEO files small stock gift and option update

National Healthcare Corp CEO Stephen Fowler Flatt reported a small insider transaction involving a bona fide gift of 26 shares of Common Stock, leaving him with 66,987 shares held directly.

Accepted by SEC EDGAR 05/22/2026 - 04:05 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

National Healthcare Corp CEO Stephen Fowler Flatt reported a small insider transaction involving a bona fide gift of 26 shares of Common Stock, leaving him with 66,987 shares held directly. The filing also updates his outstanding stock option awards.

He holds options over 20,000 shares of Common Stock at an exercise price of $157.13 expiring on February 23, 2031, 12,000 shares at $90.62 expiring on February 28, 2030, 5,000 shares at $94.10 expiring on March 5, 2029, and 4,294 shares at $53.94 expiring on March 8, 2028, all held directly.

Insider Trade Summary

26 shares gifted

Gift 1 txn

Insider Flatt Stephen Fowler

Role CEO

Type	Security	Shares	Price	Value
Gift	Common Stock	26	$0.00	$0.00
Holding	Option to Purchase Common Stock	--	--	--
Holding	Option to Purchase Common Stock	--	--	--
Holding	Option to Purchase Common Stock	--	--	--
Holding	Option to Purchase Common Stock	--	--	--

Holdings After Transaction: Common Stock — 66,987 shares (Direct); Option to Purchase Common Stock — 41,294 contracts (Direct)

Key Figures

Gifted shares: 26 shares Shares held after gift: 66,987 shares Option grant 1: 20,000 shares at $157.13 +4 more

7 metrics

Gifted shares 26 shares Bona fide gift of Common Stock on May 20, 2026

Shares held after gift 66,987 shares Direct Common Stock holdings following transaction

Option grant 1 20,000 shares at $157.13 Option to Purchase Common Stock expiring February 23, 2031

Option grant 2 12,000 shares at $90.62 Option to Purchase Common Stock expiring February 28, 2030

Option grant 3 5,000 shares at $94.10 Option to Purchase Common Stock expiring March 5, 2029

Option grant 4 4,294 shares at $53.94 Option to Purchase Common Stock expiring March 8, 2028

Gift price $0.00 per share Reported price for 26-share bona fide gift

Key Terms

Bona fide gift, Option to Purchase Common Stock, underlying security title, exercise price, +1 more

5 terms

Bona fide gift financial

"transaction_code_description: "Bona fide gift" for the 26-share transfer"

A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.

Option to Purchase Common Stock financial

"security_title listed as "Option to Purchase Common Stock" for derivative holdings"

underlying security title financial

"underlying_security_title shown as "Common Stock" for each option award"

exercise price financial

"conversion_or_exercise_price fields such as "157.1300" and "53.9400""

The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.

expiration date financial

"expiration_date entries like "2031-02-23T00:00:00.000Z" on option records"

The expiration date is the deadline after which a financial contract, such as an option or a futures agreement, is no longer valid or can be exercised. It matters to investors because it determines the timeframe during which they can take action or benefit from the contract, similar to how a coupon or a food item has a limited period of usefulness. Once the expiration date passes, the contract loses its value or ability to be used.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did NHC CEO Stephen Fowler Flatt report?

Stephen Fowler Flatt reported a bona fide gift of 26 shares of National Healthcare Corp common stock. The transaction carried a reported price of $0.00 per share and reflects a non-market, non-cash transfer rather than an open-market sale or purchase.

How many NHC common shares does the CEO hold after this Form 4?

After the reported gift, the CEO directly holds 66,987 shares of National Healthcare Corp common stock. This figure comes from the post-transaction balance shown in the filing and represents his current reported direct ownership position in the company’s common stock.

What stock options does the NHC CEO have according to this filing?

The CEO holds multiple Options to Purchase Common Stock, including 20,000 underlying shares at $157.13 and 12,000 at $90.62. Additional grants cover 5,000 shares at $94.10 and 4,294 at $53.94, each with specified future expiration dates.

Were there any open-market buys or sells by NHC’s CEO in this Form 4?

No open-market buys or sells were reported. The filing shows one bona fide gift of 26 common shares and several option positions listed as holdings, with no exercise, purchase, or sale transactions reported for the options in this particular filing.

Does this NHC Form 4 include any option exercises by the CEO?

The filing does not report any option exercises. It lists existing option awards as holdings, each with an exercise price and expiration date, but the transaction summary shows zero exercise count and zero exercise shares for the reported period.

What are the expiration dates of the NHC CEO’s reported stock options?

Reported option expirations include February 23, 2031 for 20,000 shares at $157.13 and February 28, 2030 for 12,000 shares at $90.62. Additional grants expire on March 5, 2029 and March 8, 2028, each tied to specific underlying share amounts.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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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^*

Flatt Stephen Fowler

(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
X	Officer (give title below)		Other (specify below)
	CEO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/20/2026

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	05/20/2026		G		26	D	$0	66,987	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
Option to Purchase Common Stock	$53.94							03/08/2024	03/08/2028	Common Stock	4,294		4,294	D
Option to Purchase Common Stock	$94.1							03/05/2025	03/05/2029	Common Stock	5,000		5,000	D
Option to Purchase Common Stock	$90.62							02/28/2026	02/28/2030	Common Stock	12,000		12,000	D
Option to Purchase Common Stock	$157.13							02/23/2027	02/23/2031	Common Stock	20,000		20,000	D

Explanation of Responses:

	/s/ Stephen Flatt	05/22/2026
	** 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)