US Physical Therapy Insider Plans Sale of 1,000 ESPP Shares (USPH)

Rhea-AI Filing Summary

US Physical Therapy, Inc. (USPH) reported a proposed sale of 1,000 common shares through Rule 144 to be executed on 09/05/2025 on the NYSE via Morgan Stanley Smith Barney LLC. The shares were acquired on 07/01/2024 under the company's Employee Stock Purchase Plan and were paid as compensation. The notice lists an aggregate market value of $85,250.00 for the shares and shows 15,204,119 shares outstanding for the issuer. The filer certifies they are unaware of undisclosed material adverse information and indicates no reportable securities sales in the past three months.

Positive

• Clear compliance with Rule 144 disclosure requirements including acquisition details and broker information
• No sales by the filer in the prior three months, suggesting this is not part of a larger unwind

Negative

• None materially indicated in the filing; transaction size is immaterial to company capitalization

Insights

Securities Analyst

TL;DR: Small Rule 144 sale of ESPP shares; immaterial to company value but relevant for insider liquidity tracking.

The filing shows an individual selling 1,000 shares acquired via an ESPP, scheduled for sale on the NYSE through a major brokerage. Given the aggregate value of $85,250 versus 15.2 million shares outstanding, this transaction is immaterial to USPH's capitalization and operating performance. The absence of other sales in the past three months and the filer's representation about public disclosure reduce immediate governance concerns. This is a routine insider liquidity event rather than a signal of company-level stress.

Corporate Governance Specialist

TL;DR: Compliance-focused disclosure consistent with Rule 144; no red flags in the notice.

The notice provides required details: acquisition date, nature of acquisition (ESPP), payment type (compensation), broker identity, and planned sale date. The filer affirms no undisclosed material information and reports no recent sales, which aligns with standard compliance practice for insiders selling restricted or control securities. From a governance perspective, this is a routine, properly documented sale under the securities rules.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	1000	85250.00	15204119	09/05/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	07/01/2024	Shares obtained through Employee Stock Purchase Plan	Issuer			1000	07/01/2024	Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the Form 144 filed for USPH mean?

It notifies the market of a proposed sale of 1,000 common shares under Rule 144, giving broker, acquisition, and sale-date details.

When were the shares acquired for the USPH Form 144 filing?

The shares were acquired on 07/01/2024 through the company's Employee Stock Purchase Plan.

How much are the shares worth in the USPH Form 144?

The filing lists an aggregate market value of $85,250.00 for the 1,000 shares to be sold.

Who is the broker handling the USPH sale?

The sale is to be executed through Morgan Stanley Smith Barney LLC, Executive Financial Services, New York.

Does this Form 144 indicate other recent sales by the filer?

The filing states Nothing to Report for securities sold during the past three months.