US Physical Therapy (NYSE: USPH) CEO granted 25,000 restricted shares

Rhea-AI Filing Summary

U.S. Physical Therapy, Inc. reported that Chairman and CEO Christopher J. Reading acquired 25,000 shares of common stock as a restricted stock grant under the company’s Amended and Restated 2003 Stock Incentive Plan. The award was recorded at a price of $0.00 per share as compensation, not an open-market purchase.

The restrictions on these 25,000 shares lapse in 15 equal quarterly installments of 1,562 shares beginning on May 20, 2026, with a final 1,570-share tranche vesting on March 6, 2030, subject to his continued employment. Following this grant, he directly holds 139,088 shares, including previously granted restricted stock with various vesting dates through 2030.

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^*

READING CHRISTOPHER J

(Last) (First) (Middle)

1300 W SAM HOUSTON PKWY S

SUITE 300

(Street)

HOUSTON TX 77042

(City) (State) (Zip)

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
X	Officer (give title below)		Other (specify below)
	Chairman of the Board and CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

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	02/23/2026		A		25,000(1)	A	$0.00	139,088(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. These shares of common stock were granted as restricted stock pursuant to the Company's Amended and Restated 2003 Stock Incentive Plan. The restrictions lapse in 15 equal quarterly installments of 1,562 shares beginning on May 20, 2026 and on each of March 6, May 20, August 20, and November 20 of each of the years 2026, 2027, 2028, and 2029 and 1,570 shares vesting on March 6, 2030

2. Includes 54,946 shares, inclusive of those mentioned in Footnote 1, which were granted as restricted stock pursuant to the Company's Amended and Restated 2003 Stock Incentive Plan. Restriction lapse as follows: 4,152 shares vest on March 6, 2026; 4,464 shares vest on each of May 20, 2026, August 20, 2026, November 20, 2026 and March 6, 2027; 3,839 shares vest on each of May 20, 2027, August 20, 2027, and November 20, 2027; 3,847 shares vest on March 6, 2028; 2,827 shares vest on each of May 20, 2028, August 20, 2028, and November 20, 2028; 2,837 shares vest on March 6, 2029; 1,562 shares vest on each of May 20, 2029, August 20, 2029, and November 20, 2029 and 1,570 shares vest on March 6, 2030. Vesting is subject to his continued employment with the Company through each applicable vesting date.

	/s/ Kate Venturina, as attorney-in-fact	02/25/2026
	** 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 USPH report for Christopher J. Reading?

U.S. Physical Therapy reported that Chairman and CEO Christopher J. Reading received 25,000 shares of common stock as a restricted stock grant. The award was issued at $0.00 per share under the company’s Amended and Restated 2003 Stock Incentive Plan as equity compensation, not a market purchase.

How do the newly granted USPH restricted shares vest for the CEO?

The 25,000 restricted shares vest gradually over several years. Restrictions lapse in 15 equal quarterly installments of 1,562 shares starting May 20, 2026, with a final tranche of 1,570 shares vesting on March 6, 2030, conditioned on Christopher J. Reading’s continued employment with the company.

What is Christopher J. Reading’s total USPH share ownership after this grant?

After the restricted stock grant, Christopher J. Reading directly owns 139,088 shares of U.S. Physical Therapy common stock. This total includes 54,946 restricted shares, including the 25,000 just granted, all issued under the company’s Amended and Restated 2003 Stock Incentive Plan and subject to scheduled vesting dates.

Are the USPH CEO’s new shares an open-market purchase or compensation grant?

The 25,000 shares reported are a compensation grant, not an open-market purchase. They were issued as restricted stock at $0.00 per share under U.S. Physical Therapy’s Amended and Restated 2003 Stock Incentive Plan, with vesting tied to future dates and continued employment conditions.

Over what time period will the USPH CEO’s restricted shares vest?

The vesting of these restricted shares extends from 2026 through 2030. Equal quarterly installments of 1,562 shares start on May 20, 2026, followed by additional vesting dates on specified March, May, August, and November dates, concluding with 1,570 shares vesting on March 6, 2030.