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Rule 10b5-1 Plan Elections
−Removed: Port , Chief Executive Officer and Director , entered into a Rule 10b5-1 trading arrangement on May 6, 2024 .
−Removed: Port's 10b5-1 Plan provides for the potential exercise of vested stock options and the associated sale of up to 16,517 shares of the Company's common stock between August 5, 2024 and August 31, 2026.
−Removed: Shaw , a member of our Board of Directors , entered into a Rule 10b5-1 trading arrangement on May 6, 2024 .
−Removed: Shaw's 10b5-1 Plan provides for the potential sale of up to 8,000 shares of the Company's common stock between August 15, 2024 and May 30, 2025.
−Removed: Abbott , a member of our Board of Directors , entered into a Rule 10b5-1 trading arrangement on June 11, 2024 .
−Removed: Abbott's 10b5-1 Plan provides for the potential sale of up to 1,000 shares of the Company's common stock between September 13, 2024 and June 13, 2025.
+Added: Blouin , a member of our Board of Directors , entered into a Rule 10b5-1 trading arrangement on July 31, 2024 .
+Added: Blouin's 10b5-1 Plan provides for the sale of up to 375 shares of the Company's common stock between November 1, 2024 and July 29, 2025 .
+Added: Smith , a member of our Board of Directors , entered into a Rule 10b5-1 trading arrangement on July 31, 2024 .
+Added: Smith's 10b5-1 Plan provides for the recurring monthly sale of up to 700 shares, for a total of up to 8,400 shares of the Company's common stock between January 2, 2025 and January 2, 2026 .
+Added: Spencer Burton , President & Chief Operations Officer , entered into a Rule 10b5-1 trading arrangement on August 8, 2024 .
+Added: Burton's 10b5-1 Plan provides for the potential exercise of vested stock options and the associated sale of up to 5,899 shares of the Company's common stock between November 8, 2024 and August 8, 2025 .
+Added: Pursuant to the 10b5-1 Plan, Mr.
+Added: Burton may also make a gift of up to 4,229 shares of the Company's common stock starting on January 2, 2025.
+Added: Christopher R.
+Added: Christensen , Co-founder, Executive Chairman and Chairman of the Board , entered into a Rule 10b5-1 trading arrangement on September 10, 2024 .
+Added: Christensen's 10b5-1 Plan provides for the potential exercise of vested stock options and the sale of up to 39,086 shares of the Company's common stock between December 18, 2024 and June 18, 2025 .
+Added: Wittekind , Executive Vice President and General Counsel , entered into a Rule 10b5-1 trading arrangement on September 12, 2024 .
+Added: Wittekind's 10b5-1 Plan provides for the potential exercise of vested stock options and the associated sale of up to 8,258 shares of the Company's common stock between December 12, 2024 and July 31, 2025 .
These Rule 10b5-1 trading arrangements were entered into during open trading windows and are intended to satisfy the affirmative defense conditions of Rule 10b5-1 (c) under the Securities Exchange Act of 1934, as amended, and the Company's policies regarding transactions in Company securities.
−Removed: Announcement of Lead Independent Director
−Removed: On May 16, 2024, the Board of Directors approved and adopted the Lead Independent Director guidelines and also approved the appointment of Barry M.
−Removed: Smith as its lead independent director.
−Removed: Smith has served as a member of our Board of Directors since 2014.
−Removed: He most recently served as Chairman and Chief Executive Officer of Magellan Health, Inc., the nation’s largest provider of behavioral health services and a leading national provider of radiology benefit management services, specialty pharmacy, and prescription benefit management services, since 2013.
−Removed: He retired from Magellan at the end of 2019.
−Removed: He founded and served as Chairman, President and Chief Executive Officer of VistaCare, Inc., a national provider of hospice services, from 1996 to 2002, and he served as Chairman of VistaCare in 2003.
−Removed: From 1990 through 1995, Mr.
−Removed: Smith served as Chairman and Chief Executive Officer of Value Rx, Inc., which was then one of the country’s largest pharmacy benefit management companies and, prior to that, served as vice president of operations for PCS Health Systems, also a pharmacy benefit management firm.
−Removed: We believe that Mr.
−Removed: Smith's extensive experience and leadership qualify him to serve as our Lead Independent Director .
−Removed: The Lead Independent Director guidelines are available on the Investors Relations section of Ensign’s website at http://investor.ensigngroup.net.
−Removed: Information on our website is not incorporated by reference into this report and should not be considered part of this report.
EXHIBIT INDEX
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THE ENSIGN GROUP, INC.
−Removed: July 25, 2024 BY:
+Added: October 24, 2024 BY:
/s/ SUZANNE D.
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.