1 unchanged sentence
Rule 10b5-1 Plan Elections
−Removed: Blouin , a member of our Board of Directors , entered into a Rule 10b5-1 trading arrangement on July 31, 2024 .
−Removed: 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 .
−Removed: Smith , a member of our Board of Directors , entered into a Rule 10b5-1 trading arrangement on July 31, 2024 .
−Removed: 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 .
−Removed: Spencer Burton , President & Chief Operations Officer , entered into a Rule 10b5-1 trading arrangement on August 8, 2024 .
−Removed: 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 .
−Removed: Pursuant to the 10b5-1 Plan, Mr.
−Removed: Burton may also make a gift of up to 4,229 shares of the Company's common stock starting on January 2, 2025.
−Removed: Christopher R.
−Removed: Christensen , Co-founder, Executive Chairman and Chairman of the Board , entered into a Rule 10b5-1 trading arrangement on September 10, 2024 .
−Removed: 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 .
−Removed: Wittekind , Executive Vice President and General Counsel , entered into a Rule 10b5-1 trading arrangement on September 12, 2024 .
−Removed: 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 .
−Removed: 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.
+Added: During the quarter ended March 31, 2025, none of the Company's directors or "officers", as defined in Rule 16a-1(f) of the Exchange Act, adopted , modified, or terminated a "Rule 10b5-1 trading arrangement" or a "non-Rule 10b5-1 trading arrangement" as each term is defined in Item 408 of Regulation S-K.
EXHIBIT INDEX
Exhibit Description
−Removed: Fifth Amended and Restated Certificate of Incorporation of the Corporation, filed with the Delaware Secretary of State on November 15, 2007, and all Certificates of Amendment thereto filed with the Delaware Secretary of State through May 23, 2024.
+Added: Fifth Amended and Restated Certificate of Incorporation of the Corporation, filed with the Delaware Secretary of State on November 15, 2007, and all Certificates of Amendment thereto filed with the Delaware Secretary of State through May 23, 2024 (attached as Exhibit 3.1 to the Company's Quarterly Report on Form 10-Q (File No.
+Added: 001-33757) filed with the SEC on July 27, 2024)
Amended and Restated Bylaws of The Ensign Group, Inc.
3 unchanged sentences
001-33757) filed with the SEC on August 8, 2014)
+Added: Amendment to the Amended and Restated Bylaws of the Ensign Group, Inc., dated March 15, 2024
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
12 unchanged sentences
THE ENSIGN GROUP, INC.
−Removed: October 24, 2024 BY:
+Added: April 29, 2025 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.