US Physical Therapy (NYSE: USPH) counsel sells 3,000 shares at $81.64

Rhea-AI Filing Summary

U.S. Physical Therapy executive Richard Binstein, EVP, General Counsel and Secretary, sold 3,000 shares of common stock in an open-market transaction at $81.64 per share. After this sale, he directly owns 24,867 shares, including 21,070 restricted shares scheduled to vest in tranches between May 2026 and March 2030, subject to continued employment.

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

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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^*

Binstein Richard

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP Gen'l Counsel & Secretary

3. Date of Earliest Transaction (Month/Day/Year)
03/06/2026

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	03/06/2026		S		3,000	D	$81.64	24,867(1)	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. Includes 21,070 shares which were granted as restricted stock pursuant to the Company's Amended and Restated 2003 Stock Incentive Plan. Restriction lapse as to 1,870 shares will vest on each of May 20, 2026, August 20, 2026 and November 20, 2026, 1,876 shares will vest on March 6, 2027, 1,636 shares will vest on each of May 20, 2027, August 20, 2027, and November 20, 2027, 1,640 shares will vest on March 6, 2028, 1,130 shares will vest on each of May 20, 2028, August 20, 2028, and November 20, 2028, 1,134 shares will vest on March 6, 2029, 624 shares will vest on each of May 20, 2029, August 20, 2029, and November 20, 2029 and 640 shares will vest on March 6, 2030, if he is an employee of the Company on those dates.

	/s/ Kate Venturina, as attorney-in-fact	03/09/2026
	** 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).
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FAQ

What insider transaction did USPH executive Richard Binstein report?

Richard Binstein reported an open-market sale of 3,000 U.S. Physical Therapy (USPH) common shares at $81.64 each. The transaction reflects a discretionary sale while he continues to hold a significant position, including restricted stock awards subject to future vesting conditions tied to continued employment.

How many USPH shares does Richard Binstein hold after this Form 4?

After the reported sale, Richard Binstein directly holds 24,867 U.S. Physical Therapy shares. This total includes 21,070 restricted shares granted under the company’s stock incentive plan, which are scheduled to vest in stages from May 2026 through March 2030 if he remains an employee.

At what price did USPH shares sell in Richard Binstein’s March 2026 trade?

The reported transaction shows Richard Binstein sold 3,000 U.S. Physical Therapy shares at $81.64 per share. This price reflects the execution level for that specific trade and is disclosed as part of the Form 4 insider transaction reporting requirements for company officers.

What is the vesting schedule for Richard Binstein’s USPH restricted stock?

Binstein’s 21,070 restricted USPH shares vest in multiple installments between May 20, 2026 and March 6, 2030. Specific blocks vest on several May, August, November, and March dates, contingent on him continuing as an employee on each applicable vesting date.

What role does Richard Binstein hold at U.S. Physical Therapy (USPH)?

Richard Binstein serves as Executive Vice President, General Counsel and Secretary at U.S. Physical Therapy. His position as a senior officer makes his equity transactions in company stock reportable on Form 4, providing transparency into his trading and equity compensation holdings.