Health Care · Services-Hospitals

SEM SELECT MEDICAL HOLDINGS CORP SEC Filings & Insider Trading Activity 2026

company
CIK 132041492 filings
Russell 2000

SEM at a glance

SELECT MEDICAL HOLDINGS CORP (SEM, SEC CIK 1320414) filed its latest 10-K annual report on February 19, 2026, a 10-Q quarterly report on April 30, 2026, an 8-K current report on July 1, 2026 and Form 4 insider filings as recently as July 1, 2026. SignalX summarizes each filing with AI and tracks the company's insider trades and institutional holders.

  • For the fiscal year ended December 31, 2025 (FY2025), SELECT MEDICAL HOLDINGS CORP (SEM) reported revenue of $5.5 billion (up 5.1% from FY2024) and net income of $146.2 million. Diluted EPS was $1.16.
  • As of June 30, 2026, 26 institutional investment managers tracked by SignalX reported holding SELECT MEDICAL HOLDINGS CORP (SEM) shares worth $607.6 million in 13F-HR filings.

Source: SEC EDGAR (XBRL financial data, 13F-HR and Form 4 filings).

Revenue · FY2025
$5.5B
+5.1% vs prior year
Insiders · 90 days
0 buys · 0 sells
No open-market trades
13F holders
26 funds
$607.6M · −4 vs prior quarter
Latest 8-K
Jul 1, 2026
Item 1.01 · Item 2.01 · Item 5.03 · Item 5.01 · Item 2.03 · Item 7.01 · Item 3.03

AI 10-K Annual Report Analysis

Latest 10-K, fiscal year ended Dec 31, 2025

Full analysis →

Business Overview

  • Core business model: Operates critical illness recovery hospitals, rehabilitation hospitals, and outpatient rehabilitation clinics across 39 states plus DC
  • Discontinued Concentra business via tax-free distribution in November 2024, reflected as discontinued operations for FY2025
  • Received non-binding acquisition proposal for a take-private transaction at $16.00-$16.20/share from Executive Chairman in late 2025
  • Operated 104 critical illness recovery hospitals, 38 rehabilitation hospitals, and 1,917 outpatient clinics as of December 31, 2025
  • Revenue growth slowed to $5.45B in 2025 after divestiture; net income attributable to common stockholders dropped to $146.2M in 2025 from $214M in 2024

Risk Factors

  • Regulatory reimbursement risk from CMS Transmittal 12594 raising LTCH outlier reconciliation CCR threshold to 20%, effective Oct 1, 2025, increasing outlier payment recoupments
  • Macroeconomic impact of Medicare payment updates: FY2026 IRF standard payment factor $19,371, up 2.4% vs FY2025, with outlier threshold dropped to $10,141
  • Operational exposure to changes in MPFS therapy payments, including a -2.5% efficiency adjustment on non-time-based codes affecting physical/occupational therapy revenue
  • Competitive risk from specialty rehabilitation hospitals with 50% Medicare patient days, amid industry-wide reimbursement and regulatory shifts
  • Financial risk from insurance programs liability with accrued losses of $143.6M at Dec 31, 2025, including unknown future claim frequency and severity changes

Management Discussion & Analysis

  • Revenue $5,452.8M for 2025, up 5.1% YoY from $5,187.1M in 2024 and $4,826.0M in 2023
  • Adjusted EBITDA $493.2M in 2025, down 3.4% YoY from $510.4M in 2024 and up 10.5% from $446.1M in 2023; margin 9.0% in 2025 vs 9.8% in 2024
  • Best performing segment rehab hospital with revenue $1,288.9M (+16.1%), Adjusted EBITDA $278.6M (+13.4%), margin 21.6%
  • Worst performing segment outpatient rehab with revenue $1,284.9M (+2.8%), Adjusted EBITDA $90.2M (-17.0%), margin 7.0%
  • Net income from continuing operations $214.5M in 2025 vs $130.0M in 2024 and $110.5M in 2023; income growth impacted by debt retirement losses in 2024 and 2023
  • Capital allocation details not explicitly stated; tax-free spin-off of Concentra completed Nov 2024, no longer owned
  • Regulatory risks from Medicaid funding cuts up to $1 trillion (2025-2034) under OBBBA; potential reimbursement rate cuts and timing uncertainty
  • Medicare payment rate increases for critical illness recovery hospitals for FY 2026: standard federal rate $50,825 vs $49,383 in FY 2025; holds telehealth policy expansions through 2025 with some permanent changes

AI summary of the SEM 10-K filed . Generated from the filing text; verify against the original.View on SEC EDGARHow to read a 10-K

AI 10-Q Quarterly Report Analysis

Latest 10-Q, quarter ended Mar 31, 2026

Management Discussion & Analysis

  • Revenue $1,421.5M, up 5.0% YoY from $1,353.2M
  • Adjusted EBITDA $141.6M, down 6.5% YoY; margin 10.0% vs 11.2%
  • Rehabilitation hospitals best performer: revenue $351.9M, up 14.5%; Adjusted EBITDA $81.1M, up 15.1%
  • Critical illness recovery hospitals weakest EBITDA trend: Adjusted EBITDA $73.4M, down 15.3%; margin 11.5% vs 13.6%
  • Merger expected mid-2026; Medicaid reimbursement headwinds from OBBBA remain unquantified

Risk Factors

  • Newly added merger risk triggered by March 2, 2026 agreement: stockholder litigation could delay or prevent closing
  • Most material update: merger-related business disruption, including employee retention challenges and diverted management resources
  • Regulatory risk: Hart-Scott-Rodino clearance and healthcare change-of-control approvals required before closing
  • Operational risk: merger restrictions may block strategic opportunities and share repurchases without Parent consent
  • Financial risk: termination could require payment of the Company Termination Fee and leave transaction costs unrecovered

AI summary of the SEM 10-Q filed . Generated from the filing text; verify against the original.View on SEC EDGAR10-K vs 10-Q vs 8-K

AI 8-K Current Report Analysis

The most recent material events, by 8-K item

Filed Jul 1, 2026Full analysis →

Item 1.01: Entry into a Material Definitive Agreement

  • $1.0 billion incremental term loan established under Select Medical’s existing credit agreement
  • Amendment No. 12 modifies financing terms, increasing leverage and future interest obligations

Item 2.01: Completion of Acquisition or Disposition of Assets

  • Merger completed, with seven existing directors departing at closing
  • Departures unrelated to disagreements, reducing governance-transition concerns

Item 5.03: Amendments to Articles of Incorporation or Bylaws

  • Certificate of incorporation replaced at merger closing under the Merger Agreement
  • Amended and restated bylaws adopted concurrently at the merger Effective Time

Item 5.01: Changes in Control of Registrant

  • Merger completed, triggering a change of control at Select Medical Holdings
  • Company became a wholly owned subsidiary of Parent and rollover holders

Item 2.03: Creation of a Direct Financial Obligation

  • Section heading indicates a listing-status matter, not creation of a direct financial obligation
  • Introductory Note contains the referenced disclosure investors need to assess exchange-compliance implications

Item 7.01: Regulation FD Disclosure

  • Exhibit 99.1 furnished under Regulation FD, not deemed filed under Exchange Act Section 18
  • Exhibit excluded from Securities Act incorporation by reference unless specifically incorporated

Item 3.03: Material Modification to Rights of Security Holders

  • Merger completion triggered conversion of each outstanding Company Share under the merger terms
  • Security-holder rights changed at the Effective Time through merger consideration mechanics

Item EX-99.1: Item EX-99.1

  • Acquisition completed by consortium led by Robert Ortenzio, Martin Jackson, and WCAS, effective July 1, 2026
  • Purchase price $16.50 per share, valuing Select Medical at approximately $3.9 billion
Filed Jun 26, 2026Full analysis →

Item 5.07: Submission of Matters to a Vote of Security Holders

  • Merger approved with 99,005,011 votes for and 1,789,017 against under Majority Approval
  • Unaffiliated stockholders approved merger with 81,819,453 votes for and 1,789,017 against

Item 7.01: Regulation FD Disclosure

  • Proposed merger remains subject to regulatory approvals and other closing conditions
  • Merger-related costs, fees and expenses expected to affect Select Medical

Item EX-99.1: Item EX-99.1

  • Stockholders approved Consortium-led acquisition, advancing Select Medical toward private ownership
  • 82.54% of outstanding shares voted; approval included 79.88% of all shares and 76.64% unaffiliated shares
Filed Jun 22, 2026Full analysis →

Item 8.01: Other Events

  • Three lawsuits and eleven stockholder demand letters challenge merger disclosures, seeking additional information, injunctions, fees, and potential damages
  • Supplemental proxy disclosures reveal planned post-closing fees of approximately $2.9 million for Ortenzio and $0.2 million for Jackson

AI summaries of SEM 8-K current reports filed with the SEC. What 8-K item codes mean

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Recent Insider Transactions (Form 4)

Latest reported trades by officers, directors and 10% owners

InsiderTypeDatePrice
Hollenbach John TylerJJun 30, 2026-
Ely James S. IIIDJun 30, 2026$16.50
Frist William H.DJun 30, 2026$16.50
TAVENNER MARILYN BDJun 30, 2026$16.50
Thomas DanielDJun 30, 2026$16.50
CARSON RUSSELL LJJun 30, 2026-
Scully ThomasDJun 30, 2026$16.50
Davisson Katherine RDJun 30, 2026$16.50

Financial Summary
XBRL

Annual financial summary from SEC XBRL data
MetricFY2023FY2024FY2025
Profitability
Revenue$6.7B$5.2B$5.5B
Operating Income$554.9M$268.3M$336.2M
Net Income-$214.0M$146.2M
Op. Margin8.3%5.2%6.2%
Net Margin-4.1%2.7%
Balance Sheet
Total Assets$7.7B$5.6B$5.9B
Equity$1.3B$1.7B$1.7B
ROE-12.7%8.6%
Per Share
EPS$1.91$1.66$1.16
Cash Flow
Operating CF$582.1M$517.9M$346.5M

Source: XBRL data in SELECT MEDICAL HOLDINGS CORP (SEM)'s 10-K filings on SEC EDGAR, in USD. Compare across companies →

13F Fund Holdings: Quarterly Trend

Latest: Q2 2026

Aggregate SEM share value held by 13F filers tracked by SignalX, by quarter.

Quarterly totals table
SEM shares held by 13F filers tracked by SignalX, by quarter
QuarterFundsTotal value
Q2 202626$607.6M
Q1 202630$845.2M
Q4 202527$1.02B
Q3 202530$949.4M
Q2 202530$1.09B
Q1 202528$597.2M
Q4 202422$596.4M
Q3 202421$567.9M
Position changes: Q1 2026 → Q2 2026
Top Buyers
Top Sellers
New Positions
None this quarter.

Source: 13F-HR filings on SEC EDGAR (aggregated from 214 fund-quarter rows). Reflects only 13F filers tracked by SignalX, not the full institutional ownership universe. How 13F filings work

SEM filing archive

AI analysis pages for each 10-K, 10-Q and 8-K

Latest 2026 SEC Filings: 10-K, 10-Q, 8-K & Form 4

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8-KJul 1, 2026Analysis-
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8-KJun 26, 2026Analysis-
8-KJun 22, 2026Analysis-
SC 13GMay 14, 2026-
4May 5, 2026--
4May 1, 2026--

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SEM SEC filings: frequently asked questions

Which institutions hold SEM stock?

As of June 30, 2026, the largest SELECT MEDICAL HOLDINGS CORP (SEM) holders among the 13F filers tracked by SignalX were BlackRock ($215.8 million), Dimensional Fund Advisors ($91.1 million), Two Sigma Investments ($81.6 million), Wells Fargo & Co ($74.4 million), Millennium Management ($45.5 million). 13F-HR reports are filed up to 45 days after each quarter ends.

What was SEM's revenue in fiscal year 2025?

For the fiscal year ended December 31, 2025 (FY2025), SELECT MEDICAL HOLDINGS CORP (SEM) reported revenue of $5.5 billion (up 5.1% from FY2024) and net income of $146.2 million. Diluted EPS was $1.16. The figures come from the XBRL data in the 10-K.

What are the main risks in SEM's latest 10-K?

In the 10-K filed February 19, 2026, SELECT MEDICAL HOLDINGS CORP (SEM) flagged: Regulatory reimbursement risk from CMS Transmittal 12594 raising LTCH outlier reconciliation CCR threshold to 20%, effective Oct 1, 2025, increasing outlier payment recoupments. Macroeconomic impact of Medicare payment updates: FY2026 IRF standard payment factor $19,371, up 2.4% vs FY2025, with outlier threshold dropped to $10,141. (AI summary of the Risk Factors section.)

What did SEM report in its latest 8-K?

SELECT MEDICAL HOLDINGS CORP (SEM) filed an 8-K on July 1, 2026 reporting Item 1.01 (Entry into a Material Definitive Agreement), Item 2.01 (Completion of Acquisition or Disposition of Assets), Item 5.03 (Amendments to Articles of Incorporation or Bylaws), Item 5.01 (Changes in Control of Registrant), Item 2.03 (Creation of a Direct Financial Obligation), Item 7.01 (Regulation FD Disclosure) and Item 3.03 (Material Modification to Rights of Security Holders). $1.0 billion incremental term loan established under Select Medical’s existing credit agreement.

What are the latest SEM SEC filings?

SELECT MEDICAL HOLDINGS CORP (SEM) filed its latest 10-K annual report on February 19, 2026, a 10-Q quarterly report on April 30, 2026, an 8-K current report on July 1, 2026 and a Form 4 insider filing on July 1, 2026.

What is SEM's SEC CIK number?

SELECT MEDICAL HOLDINGS CORP (SEM)'s SEC Central Index Key (CIK) is 1320414. EDGAR lists every SEM filing under that number.

Ask anything about SEM

The research agent reads SEM's filings, financials, insider trades and 13F holders, then answers with sources.