Merger moves 194,710 Select Medical (NYSE: SEM) shares to parent

Rhea-AI Filing Summary

Select Medical Holdings Corp executive vice president John F. Duggan reported a restructuring of 194,710 shares of common stock linked to a merger. The Form 4 shows his direct holdings in issuer common stock fell to 0 shares after the transaction.

Footnotes explain that immediately prior to the merger’s effective time, he contributed 78,043 common shares and 116,667 restricted shares to Stallion Intermediate Corporation in exchange for equivalent Parent Common Shares and restricted shares, which were then exchanged for equivalent interests in Stallion Group Parent, LP. This reflects a merger-related equity rollover rather than an open-market trade.

Insider Trade Summary 10b5-1

1 transaction reported

Mixed 1 txn

Insider Duggan John F.

Role EXECUTIVE VICE PRESIDENT

Type	Security	Shares	Price	Value
Other	Common Stock	194,710	$0.00	--

Holdings After Transaction: Common Stock — 0 shares (Direct, null)

Footnotes (1)

1. This Form 4 reports securities disposed of under the Agreement and Plan of Merger (the "Merger Agreement"), entered into on March 2, 2026, by and among the Issuer, Stallion Intermediate Corporation ("Parent"), and Stallion MergerSub Corporation (filed as Exhibit 2.1 to the Form 8-K filed with the Securities and Exchange Commission on March 3, 2026). Immediately prior to the effective time of the merger, the Reporting Person contributed 78,043 common shares and 116,667 restricted shares to Parent in exchange for an equivalent amount of shares of common stock ("Parent Common Shares") and restricted shares, respectively, of Parent, which Parent Common Shares were then exchanged for an equivalent amount of interests in Stallion Group Parent, LP.

Key Figures

Restructured shares: 194,710 shares Common shares contributed: 78,043 shares Restricted shares contributed: 116,667 shares +2 more

5 metrics

Restructured shares 194,710 shares Common stock involved in merger-related transaction

Common shares contributed 78,043 shares Common shares contributed to Parent before merger

Restricted shares contributed 116,667 shares Restricted shares contributed to Parent before merger

Post-transaction direct holdings 0 shares Direct Select Medical common stock after restructuring

Restructuring shares total 194,710 shares Classified as restructuringShares in transaction summary

Key Terms

Agreement and Plan of Merger, restricted shares, Parent Common Shares, effective time of the merger, +1 more

5 terms

Agreement and Plan of Merger regulatory

"This Form 4 reports securities disposed of under the Agreement and Plan of Merger (the "Merger Agreement"), entered into on March 2, 2026"

An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.

restricted shares financial

"the Reporting Person contributed 78,043 common shares and 116,667 restricted shares to Parent in exchange for an equivalent amount of shares"

Restricted shares are company stock that cannot be sold or transferred immediately because they are subject to legal or contractual limits, such as a required holding period or performance conditions. They matter to investors because these locked-up shares can affect a company’s available stock for trading, future dilution, and insider incentives—imagine a gift that can’t be cashed until certain conditions are met, which changes when and how much supply can suddenly enter the market.

Parent Common Shares financial

"in exchange for an equivalent amount of shares of common stock ("Parent Common Shares") and restricted shares, respectively, of Parent"

effective time of the merger regulatory

"Immediately prior to the effective time of the merger, the Reporting Person contributed 78,043 common shares and 116,667 restricted shares"

The effective time of the merger is the exact moment when a planned combination of two companies legally takes effect, usually specified in the merger agreement and reflected by the formal filing or timestamp. For investors, it is the point when ownership, voting rights, financial reporting and control shift—like a light switch flipping that joins two rooms into one—so it determines when shares convert, who controls corporate decisions and which results appear in financial statements.

Stallion Group Parent, LP financial

"which Parent Common Shares were then exchanged for an equivalent amount of interests in Stallion Group Parent, LP."

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 07/01/2026 - 02:22 PM Accepted by SEC EDGAR 07/01/2026 - 02:21 PM Learn about SEC filing dates

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

X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

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^*

Duggan John F.

(Last) (First) (Middle)

C/O SELECT MEDICAL HOLDINGS CORPORATION

4714 GETTYSBURG ROAD

(Street)

MECHANICSBURG PENNSYLVANIA 17055

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
SELECT MEDICAL HOLDINGS CORP [ SEM ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/30/2026

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	06/30/2026		J(1)		194,710(2)	D	$0	0	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

Explanation of Responses:

1. This Form 4 reports securities disposed of under the Agreement and Plan of Merger (the "Merger Agreement"), entered into on March 2, 2026, by and among the Issuer, Stallion Intermediate Corporation ("Parent"), and Stallion MergerSub Corporation (filed as Exhibit 2.1 to the Form 8-K filed with the Securities and Exchange Commission on March 3, 2026).

2. Immediately prior to the effective time of the merger, the Reporting Person contributed 78,043 common shares and 116,667 restricted shares to Parent in exchange for an equivalent amount of shares of common stock ("Parent Common Shares") and restricted shares, respectively, of Parent, which Parent Common Shares were then exchanged for an equivalent amount of interests in Stallion Group Parent, LP.

	/s/ John F. Duggan	07/01/2026
	** 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 insider transaction did SEM executive John F. Duggan report on this Form 4?

John F. Duggan reported a restructuring of 194,710 shares of Select Medical common stock. The filing records his direct holdings in issuer common stock decreasing to 0 shares following a merger-related equity rollover, rather than an open-market purchase or sale.

How many Select Medical (SEM) shares were involved in Duggan’s merger-related Form 4?

The Form 4 covers 194,710 shares of Select Medical common stock. Footnotes specify this included 78,043 common shares and 116,667 restricted shares that were contributed to the merger parent entity and exchanged for new equity interests.

Was John F. Duggan’s SEM Form 4 a buy or sell transaction?

The Form 4 reflects an “other” restructuring transaction, not a standard buy or sell. Shares were contributed to the merger parent in exchange for equivalent Parent Common Shares and then interests in Stallion Group Parent, LP, tied to the company’s merger structure.

What merger structure is described in this Select Medical (SEM) Form 4 filing?

The footnotes reference an Agreement and Plan of Merger among Select Medical, Stallion Intermediate Corporation (Parent), and Stallion MergerSub Corporation. Immediately before the merger’s effective time, Duggan rolled his SEM shares into Parent and then into Stallion Group Parent, LP.

What happened to Duggan’s Select Medical (SEM) holdings after the reported merger transaction?

After the restructuring, the Form 4 shows 0 shares of Select Medical common stock held directly. His economic interest shifted into Parent Common Shares and then partnership interests, reflecting a rollover into the new ownership structure rather than a cash sale.