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Select Medical (SEM) vice chair surrenders shares for tax withholding

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Select Medical Holdings Corp vice chairman David S. Chernow surrendered 22,586 shares of Common Stock on April 30, 2026 to satisfy a tax withholding obligation tied to vesting of restricted stock. The shares were valued at $16.41 per share, and he now directly holds 870,244 shares.

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Insider CHERNOW DAVID S
Role Vice Chairman
Type Security Shares Price Value
Tax Withholding Common Stock 22,586 $16.41 $371K
Holdings After Transaction: Common Stock — 870,244 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Shares surrendered for tax withholding 22,586 shares Common Stock, disposition on April 30, 2026
Per-share valuation $16.41 per share Value used for the tax-withholding share surrender
Shares owned after transaction 870,244 shares Direct holdings of David S. Chernow following the Form 4 transaction
restricted stock financial
"incident to vesting of restricted stock."
Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.
tax withholding obligation financial
"to satisfy tax withholding obligation incident to vesting"
Form 4 regulatory
"The Form 4 shows shares surrendered to satisfy tax withholding obligations"
Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.
Common Stock financial
"surrendered 22,586 shares of Common Stock on April 30, 2026"
Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.
SEC Form 4
FORM 4UNITED 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*
CHERNOW DAVID S

(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Vice Chairman
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/30/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock04/30/2026F(1)22,586D$16.41870,244D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Surrender of shares to satisfy tax withholding obligation incident to vesting of restricted stock.
/s/ John F. Duggan, Attorney-in-Fact05/01/2026
** Signature of Reporting PersonDate
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 vice chairman David Chernow report?

David S. Chernow reported surrendering 22,586 Select Medical (SEM) common shares. The shares were used to cover tax withholding on vesting restricted stock, rather than an open-market sale, and were valued at $16.41 per share in the transaction.

Was David Chernow’s SEM share transaction a market sale?

No, David Chernow’s transaction was not an open-market sale. The Form 4 shows shares surrendered to satisfy tax withholding obligations from restricted stock vesting, a routine administrative disposition that does not reflect a discretionary decision to sell shares in the market.

How many SEM shares does David Chernow hold after this Form 4?

After the tax-withholding disposition, David Chernow directly holds 870,244 shares of Select Medical common stock. This post-transaction holding figure in the Form 4 helps put the 22,586 surrendered shares in context as a relatively small portion of his overall position.

At what price were the surrendered SEM shares valued for tax purposes?

The 22,586 surrendered Select Medical shares were valued at $16.41 per share. This per‑share value is used in the Form 4 to quantify the tax-withholding disposition tied to the vesting of restricted stock granted to David Chernow.

What does the footnote in David Chernow’s SEM Form 4 explain?

The footnote states that the shares were surrendered to satisfy a tax withholding obligation incident to restricted stock vesting. This clarifies the disposition as a compensation-related, mechanical event rather than a voluntary sale of Select Medical shares into the market.