USPH director granted 2,306 restricted shares

Swanson Regg E. reported acquisition or exercise transactions in this Form 4 filing.

Rhea-AI Filing Summary

Swanson Regg E. reported acquisition or exercise transactions in this Form 4 filing.

U.S. Physical Therapy director Regg E. Swanson reported a stock award and updated holdings. He received a grant of 2,306 shares of common stock at a reported price of $0.00 per share as a compensation-related award.

The filing notes this corrects a prior report that had used $61.61 as the transaction price. Following the award, Swanson holds 15,492 shares directly and 7,596 shares indirectly through the Regg E. Swanson Revocable Trust, where he is beneficiary and trustee.

The 2,306 restricted shares vest in tranches: 1,153 shares on August 20, 2026, 576 shares on November 20, 2026, and 577 shares on March 6, 2027, if he remains a director on those dates.

Insider Trade Summary

Grant/Award: 2,306 shares

Grant/Award 2 txns

Insider Swanson Regg E.

Role Director

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

Holdings After Transaction: Common Stock — 15,492 shares (Direct); Common Stock — 7,596 shares (Indirect, Trust)

Footnotes (3)

1. F1. 5/19/2026 - Transaction price should have been reported as $0.00, not $61.61.
2. F2. 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 he is a director of the Company on those dates.
3. F3. Regg E. Swanson Revocable Trust is the Owner and Regg E. Swanson is Beneficiary and Trustee.

Key Figures

Restricted stock grant: 2,306 shares Grant price: $0.00 per share Direct holdings: 15,492 shares +4 more

7 metrics

Restricted stock grant 2,306 shares Common stock award to director Regg E. Swanson

Grant price $0.00 per share Corrected transaction price for restricted stock grant

Direct holdings 15,492 shares Total common stock directly held after award

Indirect holdings 7,596 shares Common stock held via Regg E. Swanson Revocable Trust

Vesting tranche 1 1,153 shares Restrictions lapse August 20, 2026 if still director

Vesting tranche 2 576 shares Restrictions lapse November 20, 2026 if still director

Vesting tranche 3 577 shares Restrictions lapse March 6, 2027 if still director

Key Terms

restricted stock, Amended and Restated 2003 Stock Incentive Plan, Revocable Trust, indirect ownership

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

"granted as restricted stock pursuant to the Company Amended and Restated 2003 Stock Incentive Plan."

Revocable Trust financial

"Regg E. Swanson Revocable Trust is the Owner and Regg E. Swanson is Beneficiary and Trustee."

A revocable trust is a legal arrangement where the person who creates it keeps control and can change or cancel the trust at any time, while naming who will manage and receive the assets later. Think of it like a flexible folder for your investments and property that can be relabeled or reworked as circumstances change; it matters to investors because it determines how ownership is recorded, how easily assets transfer on incapacity or death, and whether holdings bypass public probate proceedings.

indirect ownership financial

"total_shares_following_transaction: "7596.0000", direct_or_indirect: "I", nature_of_ownership: "Trust""

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did USPH director Regg E. Swanson report on this Form 4/A?

Regg E. Swanson reported receiving a grant of 2,306 shares of U.S. Physical Therapy common stock. The award was reported at a transaction price of $0.00 per share as a compensation-related acquisition rather than an open-market purchase or sale.

How many U.S. Physical Therapy (USPH) shares does Regg E. Swanson hold after this filing?

After the reported transactions, Swanson holds 15,492 U.S. Physical Therapy shares directly and 7,596 shares indirectly through the Regg E. Swanson Revocable Trust. Together, the filing shows a combined 23,088 shares under his direct and indirect ownership following the award.

What vesting schedule applies to the 2,306 restricted USPH shares granted to Swanson?

The 2,306 restricted shares vest in three tranches if Swanson remains a director. Vesting covers 1,153 shares on August 20, 2026, 576 shares on November 20, 2026, and 577 shares on March 6, 2027, according to the award’s stated schedule.

Why was the transaction price corrected in Regg E. Swanson’s USPH Form 4/A?

The amendment states the transaction price should have been reported as $0.00, not $61.61. This reflects that the 2,306 shares were granted as restricted stock, rather than purchased at a cash price per share in an open-market transaction.

How are Swanson’s indirect USPH holdings structured in this Form 4/A filing?

Indirect ownership of 7,596 U.S. Physical Therapy shares is held through the Regg E. Swanson Revocable Trust. The filing explains that the trust is the owner and Swanson serves as both beneficiary and trustee for these indirectly held shares.

Under what plan were the 2,306 restricted U.S. Physical Therapy shares granted to Swanson?

The 2,306 restricted shares were granted under the company’s Amended and Restated 2003 Stock Incentive Plan. This plan provides for equity-based awards, and the restrictions on Swanson’s grant lapse over time if he continues serving as a director.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/28/2026 - 04:22 PM EDT Learn about SEC filing dates

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^*

Swanson Regg E.

(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)	15,492(2)	D
Common Stock								7,596(3)	I	Trust

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 he is a director of the Company on those dates.

3. Regg E. Swanson Revocable Trust is the Owner and Regg E. Swanson is Beneficiary and Trustee.

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)