Welcome to our dedicated page for SELECT MEDICAL HOLDINGS SEC filings (Ticker: SEM), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Select Medical Holdings Corporation SEC filings document the formal disclosures of a NYSE-listed healthcare services company with common stock traded under SEM. Its Form 8-K reports cover operating results and financial condition, material-event disclosures, capital-structure information, employment and compensation-related agreements, and Regulation FD communications.
Proxy materials and annual-meeting filings describe director elections, executive compensation votes, auditor ratification, board-structure proposals, stockholder meeting rights and voting outcomes. The filings also record governance matters and corporate reporting related to Select Medical's hospital and outpatient rehabilitation operations.
ORTENZIO ROBERT A reported disposition transactions in this Form 4 filing.
Select Medical Holdings Corp insider transactions show restructuring around a merger closing. Executive Chairman Robert A. Ortenzio and related trusts moved large holdings of common stock into the new ownership structure and partially cashed out shares.
Immediately before the merger, Ortenzio contributed 6,674,010 common shares and 407,778 restricted shares to Stallion Intermediate Corporation (Parent) in exchange for equivalent Parent common and restricted shares, which were then exchanged for interests in Stallion Group Parent, LP. The Robert A. Ortenzio Descendants Trust similarly rolled over 1,000,000 common shares into Parent and then into Stallion Group Parent, LP, while 279,000 shares held by that trust were converted at the merger into the right to receive $16.50 per share in cash. Three separate 2014 trusts for Madeline, Kevin, and Bryan Ortenzio each contributed 280,415 common shares to Parent, also receiving equivalent Parent shares and then interests in Stallion Group Parent, LP. The filing notes that Ortenzio beneficially owns these securities indirectly and disclaims beneficial ownership beyond his pecuniary interest.
Select Medical Holdings director Russell L. Carson reported an internal restructuring of 610,035 shares of Common Stock in connection with a merger involving Stallion Intermediate Corporation and Stallion MergerSub Corporation. The shares, including 14,035 restricted shares that vested immediately before the merger, were contributed to the new parent entity. In return, Carson received an equivalent number of parent common shares, which were then exchanged for interests in Stallion Group Parent, LP. Following these transactions, the filing shows he held 0 shares of Select Medical Common Stock directly, indicating a shift from direct company ownership to ownership through the post-merger parent structure rather than an open-market trade.
Breighner Robert G. JR reported disposition transactions in this Form 4 filing.
Select Medical senior vice president Robert G. Breighner Jr. reported transactions tied to the company’s merger with Stallion Intermediate Corporation and Stallion MergerSub Corporation. At the merger’s effective time, 18,362 shares of Select Medical common stock were converted into the right to receive $16.50 per share in cash, eliminating his direct holdings.
Immediately before the merger became effective, he contributed 16,334 restricted “Rollover Shares” to the parent entity in exchange for equivalent parent common shares and restricted shares, which were then exchanged for interests in Stallion Group Parent, LP. The filing also notes that his remaining company restricted shares vested and were converted into the same cash merger consideration.
Select Medical Holdings Corp notified the New York Stock Exchange of the removal of its Common Stock from listing and registration under Section 12(b) of the Exchange Act via Form 25. The filing states the Exchange and the issuer complied with the procedural rules governing voluntary withdrawal.
Select Medical Holdings Corporation completed its cash merger, with each common share converted into $16.50 in cash and its stock delisted from the NYSE. The merger became effective July 1, 2026, after Merger Sub merged with Select Medical, which continues as the surviving corporation.
The reporting persons – Robert A. Ortenzio, Martin F. Jackson and the Estate of Rocco A. Ortenzio – now report beneficial ownership of 0 shares, or 0% of the common stock. This amendment is characterized as an exit filing following the rollover of certain shares into equity interests of the private parent structure.
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 (the “Company”) is asking stockholders to approve a going-private merger under an Agreement and Plan of Merger dated March 2, 2026, by which Stallion MergerSub will merge into the Company and Parent (Stallion Intermediate Corporation) will own the Company.
At the Effective Time, each eligible share will convert into $16.50 cash per share. The Merger Consideration represents a premium of approximately 18% to the Company’s unaffected price of $14.01 (as of November 24, 2025). The Special Meeting is virtual on June 26, 2026, and the Record Date was May 11, 2026.
Select Medical Holdings Corporation has agreed to a merger under an Agreement and Plan of Merger dated March 2, 2026, under which each outstanding share (other than specified rollover and excluded shares) will be converted into the right to receive $16.50 in cash per share. The proposed transaction would take the company private and is subject to stockholder approval at a virtual special meeting, customary regulatory approvals and other closing conditions.
The special committee of independent directors unanimously recommended the Merger, Goldman Sachs delivered a fairness opinion, certain insiders and management committed to rollover arrangements representing expected post-close ownership, and financing commitments include up to $880 million of equity from WCAS plus debt commitments.