Director at Select Medical (SEM) awarded restricted stock grant in lieu of cash

Rhea-AI Filing Summary

Select Medical Holdings Corporation director William H. Frist reported receiving a grant of restricted common stock as part of his board compensation. On 02/11/2026, he acquired 1,109 shares at $16.23 per share under the company’s 2020 Equity Incentive Plan, issued in lieu of a quarterly cash retainer of $18,000. Following this award, he beneficially owned 305,172 shares of Select Medical common stock, held directly.

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^*

Frist William H.

(Last) (First) (Middle)

C/O SELECT MEDICAL HOLDINGS CORPORATION

4714 GETTYSBURG ROAD

(Street)

MECHANICSBURG PA 17055

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
02/11/2026

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	02/11/2026		A(1)		1,109	A	$16.23	305,172	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 grant of restricted stock was issued to the reporting person pursuant to the Select Medical Holdings Corporation 2020 Equity Incentive Plan in lieu of a quarterly retainer of $18,000.

	/s/ John F. Duggan, Attorney-in-Fact	02/13/2026
	** 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.

FAQ

What insider transaction did William H. Frist report for SEM?

William H. Frist reported an acquisition of restricted common stock of Select Medical Holdings Corporation. On February 11, 2026, he received 1,109 shares as a grant under the 2020 Equity Incentive Plan, increasing his direct beneficial ownership to 305,172 shares.

Was the SEM Form 4 transaction a stock purchase or a grant?

The transaction was a stock grant, not an open-market purchase. Frist received 1,109 restricted shares as a grant under Select Medical’s 2020 Equity Incentive Plan, issued in lieu of a quarterly board retainer of $18,000, according to the filing’s explanatory footnote.

What price and value are associated with William H. Frist’s SEM stock grant?

The restricted stock grant to William H. Frist was reported at a price of $16.23 per share. The grant covered a quarterly retainer of $18,000, aligning the director’s compensation partly with equity instead of cash, based on the company’s 2020 Equity Incentive Plan.

How many SEM shares does William H. Frist own after this Form 4 transaction?

After the reported grant, William H. Frist beneficially owns 305,172 shares of Select Medical common stock. The Form 4 indicates these shares are held directly, reflecting his position as a director receiving equity compensation in addition to standard board retainers.

What compensation arrangement does the SEM Form 4 reveal for directors?

The Form 4 shows that at least part of a Select Medical director’s quarterly retainer can be paid in restricted stock. Frist’s 1,109-share grant was issued under the 2020 Equity Incentive Plan specifically in lieu of a $18,000 quarterly cash retainer, according to the footnote.