Every 8-K that SELECT MEDICAL HOLDINGS CORP (SEM) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow SEM and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full SEM filings page.
Select Medical Holdings Corporation has completed its acquisition by a consortium led by Robert A. Ortenzio, Martin F. Jackson and Welsh, Carson, Anderson & Stowe. Each outstanding common share (with specified exceptions) is being converted into $16.50 in cash per share.
The transaction gives the consortium effective control and values Select Medical at approximately $3.9 billion, with around $1.7 billion paid for outstanding common shares. The company’s stock will cease trading and be delisted from the NYSE, and Select Medical will deregister its shares and end SEC reporting.
In connection with closing, Select Medical and Select Medical Corporation entered Amendment No. 12 to their credit agreement, establishing a new $1,000,000,000 incremental term loan. Board membership and the company’s charter and bylaws were also changed to reflect private ownership and new governance.
Select Medical Holdings Corporation stockholders approved the company’s acquisition by a consortium led by Robert A. Ortenzio, Martin F. Jackson and WCAS at a special meeting on June 26, 2026. Approximately 82.54% of the 123,942,955 outstanding shares were represented, providing a quorum.
The merger proposal received Majority Approval with 99,005,011 votes for, 1,789,017 against and 1,505,217 abstentions, and also received Unaffiliated Stockholder Approval. A non-binding advisory vote on merger-related executive compensation passed by a narrower margin. The company expects the merger to close in mid‑2026, subject to remaining conditions and regulatory approvals, and highlights typical transaction risks, including potential disruption, costs and the possibility the merger is not completed.
Select Medical Holdings Corporation reported first quarter 2026 revenue of $1,421.5 million, up 5.0% from $1,353.2 million a year earlier, while net income declined to $63.8 million from $74.7 million. Earnings per share fell to $0.35 from $0.44, and Adjusted EBITDA decreased to $141.6 million from $151.4 million.
The rehabilitation hospital segment showed the strongest growth, with revenue rising 14.5% to $351.9 million and Adjusted EBITDA increasing 15.1% to $81.1 million. Critical illness recovery hospital and outpatient rehabilitation segments delivered modest revenue gains but lower margins.
The board declared a quarterly cash dividend of $0.0625 per share, payable on or about May 28, 2026, to shareholders of record on May 14, 2026. The company maintained its 2026 outlook, targeting revenue of $5.6–$5.8 billion, Adjusted EBITDA of $520.0–$540.0 million, and fully diluted EPS of $1.22–$1.32.
Select Medical also highlighted its previously announced agreement to be acquired by a buyer group led by WCAS XIV, L.P. at $16.50 per share in cash, subject to regulatory and shareholder approvals, with an expected closing in the middle of 2026. In a separate governance move, the compensation committee deferred by one year the vesting of specific equity awards held by Executive Chairman Robert A. Ortenzio and Senior Executive Vice President Martin F. Jackson, conditioned on continued service.
Select Medical Holdings Corporation reported results of its annual stockholder meeting. Stockholders elected three Class II directors, each receiving over 111.6 million votes in favor, and approved a non-binding advisory vote on executive compensation with 110.7 million votes for.
Stockholders ratified PricewaterhouseCoopers LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 116.3 million votes for. They approved an amendment to phase out the classified structure of the board of directors, supported by 113.8 million votes. A company proposal to give stockholders the right to call special meetings at a 25% ownership threshold received 96.4 million votes for, while a separate shareholder proposal for a 10% threshold drew 22.8 million votes for and was not approved.
Select Medical Holdings Corporation agreed to be acquired by a consortium led by Executive Chairman Robert A. Ortenzio, Senior EVP Martin F. Jackson and private equity firm WCAS. The deal values each share at $16.50 in cash, implying an enterprise value of $3.9 billion.
The price represents an approximate 18% premium to Select Medical’s unaffected share price on November 24, 2025 and about 25% above its 90‑day volume‑weighted average closing price. The merger requires approval by a majority of unaffiliated shareholders, regulatory clearances and other customary conditions, after which Select Medical will become a private company and its shares will be delisted from the NYSE. The agreement includes reciprocal termination fees and fully committed equity and debt financing backing the transaction.
Select Medical Holdings Corporation reported stronger 2025 results and outlined its 2026 outlook. For 2025, revenue rose 5.1% to $5,452.8 million and income from continuing operations, net of tax, increased 65.0% to $214.5 million. Earnings per common share from continuing operations climbed to $1.16 from $0.51, while adjusted EPS from continuing operations rose to $1.16 from $0.94, reflecting improved profitability after prior-year one-time charges.
Fourth-quarter revenue grew 6.4% to $1,396.6 million, with income from continuing operations, net of tax, improving to $37.7 million versus a loss a year earlier, though Adjusted EBITDA declined to $104.7 million. The rehabilitation hospital segment delivered double-digit revenue and Adjusted EBITDA growth, while outpatient rehabilitation margins compressed. The board declared a cash dividend of $0.0625 per share, payable around March 12, 2026, and has authorized a common stock repurchase program of up to $1.0 billion through December 31, 2027. In 2025 the company repurchased 6,375,512 shares for about $96.5 million.
For 2026, Select Medical expects revenue between $5.6 billion and $5.8 billion, Adjusted EBITDA between $520.0 million and $540.0 million, and fully diluted EPS between $1.22 and $1.32, indicating anticipated continued growth from its critical illness recovery hospitals, rehabilitation hospitals, and outpatient rehabilitation clinics.
Select Medical Holdings Corporation reported that its subsidiary, Select Medical Corporation, has entered into a new employment agreement with its Chief Executive Officer, Thomas P. Mullin, effective January 1, 2026. Under this agreement, Mr. Mullin will continue as CEO for an initial one-year term, with automatic one-year renewals unless either party ends the arrangement under the contract terms.
Mr. Mullin will receive a base salary of $700,000 per year. If Select terminates his employment for reasons other than cause, death, or disability, he is entitled to a severance payment equal to twelve months of base salary, paid over the year following termination, subject to an existing change of control letter. The agreement also includes non-competition and non-solicitation restrictions during employment and for two years after it ends. The company states there are no disclosable family relationships or related-party transactions involving Mr. Mullin.
Select Medical Holdings Corporation reported that it issued a press release on November 24, 2025 addressing a non-binding indication of interest submitted to its Board of Directors by Executive Chairman, Co-Founder and Director Robert A. Ortenzio. The indication of interest relates to a potential take-private transaction and was also publicly disclosed in a Schedule 13D filed by Mr. Ortenzio, the Estate of Rocco A. Ortenzio and Mr. Jackson as a group on the same date.
The company furnished the press release as Exhibit 99.1 to this Form 8-K under a Regulation FD disclosure item, noting that this information is being provided for informational purposes and is not deemed filed for liability purposes under the Exchange Act.
Select Medical Holdings Corporation furnished a press release announcing financial results for the third quarter ended September 30, 2025. The materials were provided under Item 2.02 and are treated as furnished, not filed, under the Exchange Act.
The Board also declared a cash dividend of $0.0625 per share, payable on or about November 25, 2025 to stockholders of record as of the close of business on November 12, 2025. The press release with financial schedules was included as Exhibit 99.1.
Select Medical Holdings Corporation (SEM) filed an 8-K reporting leadership changes. The filing references Item 5.02 and Item 7.01 and includes an exhibit: a press release dated September 2, 2025 announcing the appointment of Mr. Mullin as Chief Executive Officer and noting other changes involving long-tenured leaders. The 8-K indicates the company furnished written communications under Regulation FD and provided the press release as Exhibit 99.1. The disclosure signals a formal CEO transition and related leadership adjustments, documented through the company’s required SEC communication channels.
Select Medical Holdings Corp. (NYSE: SEM) filed an 8-K to disclose board-approved amendments that completely restate the company’s bylaws, effective July 30 2025.
Key change: the revised bylaws tighten the advance-notice process for stockholder director nominations and other business in response to the SEC’s universal proxy rules (Rule 14a-19). A nominating stockholder must now:
- State its intent to deliver a proxy statement and form of proxy to holders representing ≥67% of the voting power entitled to vote on director elections, and include all information required by Rule 14a-19.
- Provide evidence that it has actually solicited proxies from holders of at least 67% of outstanding voting power.
The amended bylaws also make assorted clarifying and procedural updates to the company’s existing advance-notice provisions. The full text is filed as Exhibit 3.1.
No financial results, transactions, or earnings data are included in this report.