U.S. Physical Therapy (NYSE: USPH) director receives 2,306-share stock grant

Rhea-AI Filing Summary

Gilmartin Kathleen A reported acquisition or exercise transactions in this Form 4 filing.

U.S. Physical Therapy director Kathleen A. Gilmartin received an award of 2,306 shares of Common Stock as a stock grant. The award was granted at a price of $0.00 per share as compensation, not an open-market purchase or sale.

After this grant, she holds 27,092 shares directly. The grant is in the form of restricted stock under the Company Amended and Restated 2003 Stock Incentive Plan, with portions scheduled to vest on specified future dates if she continues serving as a director.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Gilmartin Kathleen A

Role null

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	2,306	$0.00	--

Holdings After Transaction: Common Stock — 27,092 shares (Direct, null)

Footnotes (1)

1. 5/19/2026 - Transaction price should have been reported as $0.00, not $61.61. Includes 2,306 shares which were granted as restricted stock pursuant to the Company Amended and Restated 2003 Stock Incentive Plan. Restrictions lapse as to 1,153 shares on August 20, 2026, 576 shares on November 20, 2026 and 577 shares on March 6, 2027, if she is a director of the Company on those dates.

Key Figures

Restricted stock grant: 2,306 shares Grant price: $0.00 per share Holdings after transaction: 27,092 shares +3 more

6 metrics

Restricted stock grant 2,306 shares Common Stock award on May 19, 2026

Grant price $0.00 per share Compensation-related stock award

Holdings after transaction 27,092 shares Direct ownership following grant

Vesting tranche 1 1,153 shares Restrictions lapse on August 20, 2026

Vesting tranche 2 576 shares Restrictions lapse on November 20, 2026

Vesting tranche 3 577 shares Restrictions lapse on March 6, 2027

Key Terms

restricted stock, Amended and Restated 2003 Stock Incentive Plan, Common Stock, Grant, award, or other acquisition

4 terms

restricted stock financial

"Includes 2,306 shares which were granted as restricted stock pursuant to the Company Amended and Restated 2003 Stock Incentive Plan."

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.

Amended and Restated 2003 Stock Incentive Plan financial

"Includes 2,306 shares which were granted as restricted stock pursuant to the Company Amended and Restated 2003 Stock Incentive Plan."

Common Stock financial

"security_title: "Common Stock" and 2,306 shares of Common Stock granted at $0.00 per share."

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.

Grant, award, or other acquisition financial

"transaction_code_description: "Grant, award, or other acquisition" for the 2,306 share transaction."

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Form 4 Insider Transactions: What Each Field Means →

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^*

Gilmartin Kathleen A

(Last) (First) (Middle)

1300 W SAM HOUSTON PKWY S

SUITE 300

(Street)

HOUSTON TEXAS 77042

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
U S PHYSICAL THERAPY INC /NV [ USPH ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/19/2026

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)
05/20/2026

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	05/19/2026		A		2,306	A	$0.00(1)	27,092(2)	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. 5/19/2026 - Transaction price should have been reported as $0.00, not $61.61.

2. Includes 2,306 shares which were granted as restricted stock pursuant to the Company Amended and Restated 2003 Stock Incentive Plan. Restrictions lapse as to 1,153 shares on August 20, 2026, 576 shares on November 20, 2026 and 577 shares on March 6, 2027, if she is a director of the Company on those dates.

Remarks:

This Form 4/A amends the Form 4 originally filed on May 20, 2026, solely to correct the transaction price reported in Column 4 of Table I. The transaction price was incorrectly reported as $61.61 per share and is corrected herein to $0.00 per share. No other changes are being made to the original filing.

	/s/ Kate Venturina, as attorney-in-fact	05/28/2026
	** 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 USPH director Kathleen Gilmartin report?

Kathleen A. Gilmartin reported receiving 2,306 shares of U.S. Physical Therapy Common Stock as a stock grant. The Form 4/A shows this was a compensation-related award at $0.00 per share, not an open-market trade, and increases her directly held shares.

How many USPH shares did Kathleen Gilmartin acquire in this Form 4/A?

She acquired 2,306 shares of U.S. Physical Therapy Common Stock. These shares were granted as restricted stock under the company’s Amended and Restated 2003 Stock Incentive Plan, increasing her direct holdings to 27,092 shares after the transaction.

Was cash paid for the USPH shares granted to Kathleen Gilmartin?

No, the 2,306 USPH shares were granted at a price of $0.00 per share. The filing clarifies a previous error and states the transaction price should have been reported as $0.00, confirming this was a non-cash, compensation-related stock award.

How many USPH shares does Kathleen Gilmartin own after this grant?

After the grant, Kathleen Gilmartin directly owns 27,092 shares of USPH Common Stock. The Form 4/A lists this total share count following the award of 2,306 restricted shares, all held as direct ownership rather than through an intermediary entity.

How do the restricted USPH shares granted to Gilmartin vest over time?

The 2,306 restricted shares vest in three tranches if she remains a director. Restrictions lapse as to 1,153 shares on August 20, 2026, 576 shares on November 20, 2026, and 577 shares on March 6, 2027, according to the filing footnote.

Under what plan were the new USPH shares granted to Kathleen Gilmartin?

The 2,306 restricted USPH shares were granted under the Company Amended and Restated 2003 Stock Incentive Plan. This plan governs equity-based compensation awards, including the restricted stock grant reported in Gilmartin’s Form 4/A filing.