As filed with the Securities and Exchange Commission on June 14, 2022.
File No. 001-41406
Delaware | | | 47-2409192 |
(State or other jurisdiction of incorporation or organization) | | | (I.R.S. employer identification number) |
6688 N. Central Expressway Suite 1300 Dallas, TX | | | 75206 |
(Address of principal executive offices) | | | (Zip code) |
Title of Each Class to be so Registered | | | Name of Each Exchange on which Each Class is to be Registered |
Common Stock, par value $0.01 per share | | | New York Stock Exchange |
Large accelerated filer | | | ☐ | | | | | Accelerated filer | | | ☐ | |
Non-accelerated filer | | | ☒ | | | | | Smaller reporting company | | | ☐ | |
| | | | | | Emerging growth company | | | ☐ |
Item 1. | Business. |
Item 1A. | Risk Factors. |
Item 2. | Financial Information. |
Item 3. | Properties. |
Item 4. | Security Ownership of Certain Beneficial Owners and Management. |
Item 5. | Directors and Executive Officers. |
Item 6. | Executive Compensation. |
Item 7. | Certain Relationships and Related Transactions, and Director Independence. |
Item 8. | Legal Proceedings. |
Item 9. | Market Price of and Dividends on the Registrant’s Common Equity and Related Stockholder Matters. |
Item 10. | Recent Sales of Unregistered Securities. |
Item 11. | Description of Registrant’s Securities to be Registered. |
Item 12. | Indemnification of Directors and Officers. |
Item 13. | Financial Statements and Supplementary Data. |
Item 14. | Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. |
Item 15. | Financial Statements and Exhibits. |
(a) | Financial Statements and Schedule |
(b) | Exhibits |
Exhibit Number | | | Exhibit Description |
| | Form of Separation and Distribution Agreement by and between Encompass Health Corporation and Enhabit, Inc.* | |
| | Form of Transition Services Agreement by and between Encompass Health Corporation and Enhabit, Inc.* | |
| | Form of Tax Matters Agreement by and between Encompass Health Corporation and Enhabit, Inc.* | |
| | Form of Employee Matters Agreement by and between Encompass Health Corporation and Enhabit, Inc.* | |
| | Form of Amended and Restated Certificate of Incorporation of Enhabit, Inc.* | |
| | Form of Amended and Restated Bylaws of Enhabit, Inc.* | |
| | Form of Enhabit, Inc. 2022 Omnibus Performance Incentive Plan* | |
| | Form of Enhabit, Inc. Change in Control Benefits Plan* | |
| | Form of Enhabit, Inc. Executive Severance Plan* | |
| | Credit Agreement, dated as of June 1, 2022, by and among Enhabit, Inc., Wells Fargo Bank, N.A., as administrative agent, collateral agent and swingline lender, and various other lenders from time to time party thereto* | |
| | Form of Restrictive Covenants Agreement* | |
| | Form of Enhabit, Inc. Restricted Stock Unit Agreement (Enhabit, Inc. 2022 Omnibus Performance Incentive Plan)* | |
| | Form of Enhabit, Inc. Employee Restricted Stock Award Agreement (Enhabit, Inc. 2022 Omnibus Performance Incentive Plan)* | |
| | List of Subsidiaries* | |
| | Information Statement of Enhabit, Inc., preliminary and subject to completion, dated June 14, 2022 |
* | Previously filed. |
| | ENHABIT, INC. | |||||||
| | | | | | ||||
| | By: | | | /s/ Barbara Jacobsmeyer | ||||
| | | | Name: | | | Barbara Jacobsmeyer | ||
| | | | Title: | | | President and Chief Executive Officer | ||
| | | | | | ||||
Date: June 14, 2022 | | | | | | |
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