{"url_path":"/sec/sem/8-k/2026-07-01/item-2-01","section_key":"item-2-01","section_title":"Item 2.01 **","topic":"sec","document":{"doc_type":"8-K","doc_date":"2026-07-01","source_url":"https://www.sec.gov/Archives/edgar/data/1320414/0001104659-26-079643-index.html","accession_number":"0001104659-26-079643","cik":"0001320414","ticker":"SEM","issuer_name":"SELECT MEDICAL HOLDINGS CORP","edgar_url":"https://www.sec.gov/Archives/edgar/data/1320414/0001104659-26-079643-index.html","primary_entity_key":"0001320414","primary_entity_name":"SELECT MEDICAL HOLDINGS CORP"},"word_count":289,"has_tables":true,"body_markdown":"**Item 2.01.**\n**Completion of Acquisition or Disposition of Assets.**\n\n** **\n\nThe information set forth\nunder the Introductory Note of this Current Report is incorporated by reference into this Item 2.01.\n\n \n\nAt the Effective Time, each\nshare of common stock, par value $0.001 per share, of the Company (the “Company Shares”) issued and outstanding immediately\nprior to the Effective Time, other than the Rollover Shares, Company Restricted Shares, Excluded Shares (each, as defined in the Merger\nAgreement) and Company Shares for which appraisal rights were demanded properly in accordance with Section 262 of the General Corporation\nLaw of the State of Delaware, ceased to exist and was automatically converted into the right to receive cash in an amount equal to $16.50\nper Company Share, without interest thereon (the “Merger Consideration”).\n\n \n\nAt the Effective Time, each\nCompany Restricted Share outstanding immediately prior to the Effective Time, other than Company Restricted Shares that are Rollover Shares,\nvested in full as of immediately prior to the Effective Time and ceased to exist and was automatically converted into the right to receive\ncash in an amount equal to the Merger Consideration, less any applicable tax withholdings. Such amount will be paid to the applicable\nholder no later than the first payroll date that occurs more than four business days following the Effective Time.\n\n \n\n1\n\n \n\n \n\nAt the Effective Time, each\nExcluded Share was automatically cancelled without any consideration paid therefor and ceased to exist. Prior to the Effective Time, the\nRollover Shares were contributed, directly or indirectly, to Parent pursuant to the terms of the applicable Rollover Agreement (as amended\nand as defined in the Merger Agreement) and as of the Effective Time were automatically cancelled without payment of any consideration\ntherefor and ceased to exist."}