1 unchanged sentence
Rule 10b5-1 Plan Elections
−Removed: 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.
+Added: Blouin , a member of our Board of Directors , entered into a Rule 10b5-1 trading arrangement on May 02, 2025 .
+Added: Blouin's 10b5-1 Plan provides for the potential sale of up to 425 shares of the Company's common stock between July 31, 2025 and April 30, 2026 .
+Added: Shaw , a member of our Board of Directors , entered into a Rule 10b5-1 trading arrangement on May 7, 2025 .
+Added: Shaw's 10b5-1 Plan provides for the potential sale of up to 4,000 shares of the Company's common stock between August 15, 2025 and May 29, 2026 .
+Added: 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.
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 (attached as Exhibit 3.1 to the Company's Quarterly Report on Form 10-Q (File No.
+Added: Fifth Amended and Restated Certificate of Incorporation of The Ensign Group, Inc., 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.
001-33757) filed with the SEC on July 27, 2024)
2 unchanged sentences
001-33757) filed with the SEC on December 21, 2007)
−Removed: Amendment to the Amended and Restated Bylaws, dated August 5, 2014 (attached as Exhibit 3.2 to the Company’s Current Report on Form 8-K (File No.
+Added: Amendment to the Amended and Restated Bylaws of The Ensign Group, Inc., dated August 5, 2014 (attached as Exhibit 3.2 to the Company’s Current Report on Form 8-K (File No.
001-33757) filed with the SEC on August 8, 2014)
−Removed: Amendment to the Amended and Restated Bylaws of the Ensign Group, Inc., dated March 15, 2024
+Added: Amendment to the Amended and Restated Bylaws of The Ensign Group, Inc., dated March 15, 2024 (attached as Exhibit 3.4 to the Company's Quarterly Report on Form 10-Q (File No.
+Added: 001-33757) filed with the SEC on April 29, 2025
+Added: + Form of Notice of Restricted Stock Award to the Amended and Restated Omnibus Incentive Plan of the Company ;
+Added: and Terms and Conditions of Restricted Stock Awards pursuant to the Amended and Restated Omnibus Incentive Plan of the Company
+Added: + Form of Notice of Non-Incentive Stock Option Award to the Amended and Restated Omnibus Incentive Plan of the Company ;
+Added: and Terms and Conditions of Non-Incentive Stock Option Awards to the Amended and Restated Omnibus Incentive Plan of the Company
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
10 unchanged sentences
* Documents not filed herewith are incorporated by reference to the prior filings identified in the table above.
+Added: + Indicates management contract or compensatory plan.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
THE ENSIGN GROUP, INC.
−Removed: April 29, 2025 BY:
+Added: July 24, 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.