Form 4: NHC CEO Stephen Flatt Reports Share Disposition for Taxes
Insider Transaction Report
National Healthcare Corp. CEO Stephen Flatt reported the disposition of 1,024 common shares on January 1, 2025, to satisfy tax obligations related to restricted stock vesting.
Summary
- Stephen Flatt, CEO and Director of National Healthcare Corp. (NHC), reported a change in beneficial ownership.
- On January 1, 2025, 1,024 shares of NHC common stock were disposed of at a price of $137.09 per share.
- This disposition was a withholding by the company to cover tax obligations arising from the vesting of restricted stock.
- The explanation states that 2,400 shares (representing 33 1/3 of original grants from 3/8/2023, 3/5/2024, and 3/5/2025) vested on January 1, 2026.
- Following this transaction, Stephen Flatt directly beneficially owns 59,147 shares of common stock.
- Flatt also holds derivative securities, including options to purchase 6,147 shares (exercisable 03/08/2024, expires 03/08/2028), 10,000 shares (exercisable 03/05/2025, expires 03/05/2029), and 18,000 shares (exercisable 02/28/2026, expires 02/28/2030).
Sentiment
Score: 5
Explanation: This Form 4 reports a routine, non-discretionary transaction (tax withholding upon restricted stock vesting) and does not indicate any change in management's sentiment or company prospects. It is a neutral event.
Future Outlook
NA
Industry Context
NA
Key Dates
| Date | Description |
|---|---|
| 03/08/2023 | Original grant date for a portion of restricted stock. |
| 03/05/2024 | Original grant date for a portion of restricted stock. |
| 03/08/2024 | Date exercisable for 6,147 stock options. |
| 01/01/2025 | Transaction date for the disposition of 1,024 common shares for tax obligations. |
| 03/05/2025 | Original grant date for a portion of restricted stock and date exercisable for 10,000 stock options. |
| 01/05/2025 | Date the Form 4 was signed by Stephen Flatt. |
| 01/01/2026 | Date of earliest transaction reported in the filing header, and vesting date for 2,400 restricted shares. |
| 02/28/2026 | Date exercisable for 18,000 stock options. |
| 03/08/2028 | Expiration date for 6,147 stock options. |
| 03/05/2029 | Expiration date for 10,000 stock options. |
| 02/28/2030 | Expiration date for 18,000 stock options. |
Recommendation
holdThis Form 4 details a standard insider transaction where shares were disposed of to cover tax liabilities associated with restricted stock vesting. Such a transaction is typically non-discretionary and does not reflect a change in the insider's view of the company's fundamentals or future performance. Therefore, it provides no new information to alter an existing investment thesis, warranting a 'hold' recommendation.
Keywords
National Healthcare Corp, NHC, Stephen Flatt, Form 4, Insider Transaction, Stock Disposition, Tax Withholding, Restricted Stock, CEO, Equity Compensation
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