Concentra Group Holdings Parent Inc.
08/27/2026 | Press release | Distributed by Public on 08/27/2026 14:50
Material Agreement (Form 8-K)
Item 1.01 Entry into a Material Definitive Agreement.
Stock Repurchase Agreement
On August 21, 2026, Concentra Group Holdings Parent, Inc. (the "Company") entered into a stock repurchase agreement (the "Stock Repurchase Agreement") with Robert A. Ortenzio, chairman of the Company's Board of Directors (the "Board"), and certain related entities listed on Schedule I thereto (the "Stockholders") for the purchase by the Company of 1,000,000 shares of the Company's common stock, $0.01 par value per share (the "Common Stock") from the Stockholders in a privately-negotiated transaction at a purchase price of $34.65 per share and for a total purchase price of $34,650,000. The purchase price represents a 1% discount to the closing price for the Common Stock on August 21, 2026. The Stockholders have informed the Company that they are entering into the Stock Repurchase Agreement in order to diversify their investment portfolios for financial planning purposes. The Stock Repurchase Agreement contains customary representations and warranties and covenants, and the transaction closed on August 24, 2026.
The Audit and Compliance Committee of the Board, comprised solely of independent directors, approved the Stock Repurchase Agreement. The purchase was funded through the Company's cash on hand. The shares purchased by the Company represent approximately .784% of the issued and outstanding shares of Common Stock of the Company immediately prior to the transaction. The transactions under the Stock Repurchase Agreement were made pursuant to the Company's previously announced share repurchase program.
The foregoing description of the Stock Repurchase Agreement does not purport to be complete and is qualified in its entirety by the full text of the Stock Repurchase Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.
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