National Healthcare Corp (NHC) CEO details vested shares and options

Rhea-AI Filing Summary

National Healthcare CorpJanuary 1, 2026, 2,400 shares of restricted stock that were originally granted on March 8, 2023, March 5, 2024, and March 5, 2025 vested. To cover tax obligations, the company withheld 1,024 shares at a price of $137.09 per share, a transaction reported with code "F" for tax withholding.

After this transaction, Flatt beneficially owned 59,147 shares of common stock directly. He also holds stock options covering 6,147 shares at $53.94 exercisable until March 8, 2028, 10,000 shares at $94.10 exercisable until March 5, 2029, and 18,000 shares at $90.62 exercisable until February 28, 2030, all reported as directly owned derivative securities.

01/05/2026 - 04:30 PM

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

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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 TN 37130

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/01/2026

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	01/01/2025		F		1,024(1)	D	$137.09	59,147	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	6,147		6,147	D
Option to Purchase Common Stock	$94.1							03/05/2025	03/05/2029	Common Stock	10,000		10,000	D
Option to Purchase Common Stock	$90.62							02/28/2026	02/28/2030	Common Stock	18,000		18,000	D

Explanation of Responses:

1. On 1/1/2026, 33 1/3 (or 2400 shares) of restricted stock originally granted on 3/8/2023, 3/5/2024, and 3/5/2025 vested. The Company withheld 1024 shares to pay tax obligations.

	/s/ Stephen Flatt	01/05/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did NHC CEO Stephen Flatt report on this Form 4?

Stephen Flatt reported the vesting of 2,400 shares of restricted stock on January 1, 2026, with the company withholding 1,024 shares to satisfy tax obligations.

How many National Healthcare Corp (NHC) shares does Stephen Flatt own after the reported transaction?

Following the reported tax-withholding transaction, Stephen Flatt beneficially owned 59,147 shares of NHC common stock directly.

What does the 1,024-share transaction at $137.09 on the NHC Form 4 represent?

The 1,024 shares at $137.09 reported with transaction code "F" represent shares of NHC common stock withheld by the company to pay tax obligations when restricted stock vested.

What restricted stock grants are referenced in Stephen Flatts NHC Form 4 filing?

The filing states that on January 1, 2026, 33 1/3% (or 2,400 shares) of restricted stock originally granted on March 8, 2023, March 5, 2024, and March 5, 2025 vested.

What stock options for NHC common stock does Stephen Flatt hold according to this Form 4?

He holds options to purchase 6,147 shares at $53.94 expiring on March 8, 2028, 10,000 shares at $94.10 expiring on March 5, 2029, and 18,000 shares at $90.62 expiring on February 28, 2030, all on NHC common stock.

What is Stephen Flatts role at National Healthcare Corp (NHC) as shown in the filing?

The filing lists Stephen Flatt as both a Director and an Officer, with the officer title of CEO of National Healthcare Corp.