SEC Form 4 · accession 0001127602-16-058263
Encompass Health Corp · EHC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John Chidsey
Director
Period of report
Jul 15, 2016
Accepted (ET)
Jul 19, 2016 · 4:25 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000785161
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Healthsouth Common StockF1 | Jul 15, 2016 | A | 312 | $0.00 | A | 94,211 | D | |
| Healthsouth Common StockF2 | Jul 18, 2016 | A | 228 | $40.18 | A | 94,439 | D | |
| Healthsouth Common StockF3 | Jul 19, 2016 | A | 710 | $40.406 | A | 95,149 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Pursuant to outstanding restricted stock unit award agreements, additional restricted stock units ("RSUs") are credited to each non-employee director's account on common stock dividend payment dates. The number of RSUs credited is equal to (a) the product of (i) the number of the RSUs in each director's account on the associated dividend record date and (ii) the per share dividend, divided by (b) the closing price on the dividend payment date. On July 15, 2016, HealthSouth paid a dividend on its common stock of $0.23 per share. The transaction reported on this Form 4 is an award of RSUs associated with that dividend payment.
- F2Pursuant to HealthSouth Corporation's Directors Deferred Stock Investment Plan (the "Plan"), cash dividends on shares of HealthSouth common stock held under the Plan are reinvested by the Plan administrator. The Plan is a nonqualified deferral plan adopted and approved by the Board of Directors, effective November 1, 2007, allowing non-employee directors to make elections to defer fixed percentages of their directors fees for the following year. The deferred fees fund the purchase of HealthSouth common stock by the Plan administrator in the market for the account of each participating director and such stock is entitled to cash dividends under the Plan. On July 15, 2016, the Company paid a dividend on common stock of $0.23 per share. The transaction reported on this Form 4 is a purchase of shares of common stock of HealthSouth in the market with that dividend payment.
- F3This transaction is a purchase of shares of common stock of HealthSouth Corporation (the "Company") pursuant to an election by the reporting person to participate in the Directors Deferred Stock Investment Plan of the Company (the "Plan"). The Plan is a non-qualified deferral plan adopted and approved by the Board of Directors, effective November 1, 2007, allowing non-employee directors to make elections during 2015 to defer fixed percentages of their directors fees for 2016. The amount each participant defers under the Plan is deducted, on a quarterly basis, from the directors fees the participant would otherwise have received in cash. The transaction reported on this Form 4 is the acquisition of common stock of the Company in the market for the account of the reporting person, for an aggregate purchase price equal to the amount of fees deferred by the reporting person for the current quarter of 2016 under the Plan.