ehc-20260130

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant To Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): January 30, 2026

Encompass Health Corporation

(Exact name of Registrant as specified in its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)


001-10315			63-0860407
(Commission File Number)			(IRS Employer Identification No.)

9001 Liberty Parkway, Birmingham, Alabama 35242

(Address of Principal Executive Offices, Including Zip Code)

(205) 967-7116

(Registrant’s Telephone Number, Including Area Code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


☐			Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934. Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.01 per share	EHC	New York Stock Exchange

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Election of Director.

On January 30, 2026, the Board of Directors (the “Board”) of Encompass Health Corporation (the “Company”), upon the recommendation of its Nominating/Corporate Governance Committee, elected Cain A. Hayes as director. The Board has not yet appointed Mr. Hayes to a committee. The Board has determined Mr. Hayes is independent for purposes of the listing standards of The New York Stock Exchange and the Company’s Corporate Governance Guidelines. He will be compensated for his board service in accordance with the standard compensation practices for nonemployee directors of the Company, which are more fully described in the “Corporate Governance and Board Structure – Compensation of Directors” section of the Company’s definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 1, 2025. There are no arrangements or understandings between Mr. Hayes and any other person pursuant to which he was selected to serve on the Board, nor is he a participant in any related party transactions required to be reported pursuant to Item 404(a) of Regulation S-K.

On February 2, 2026, the Company issued a press release, attached hereto as Exhibit 99.1, announcing these matters.

ITEM 9.01. Financial Statements and Exhibits.

(d) Exhibits.


Exhibit Number						Description
99.1						Press release of Encompass Health Corporation, dated February 2 , 2026 .
104						Cover Page Interactive Data File - the cover page iXBRL tags are embedded within the Inline XBRL document.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.


ENCOMPASS HEALTH CORPORATION
By:	/S/ Patrick Darby
	Name:	Patrick Darby
	Title:	Executive Vice President, General Counsel and Secretary

Dated: February 2, 2026

Exhibit 99.1

Media Contact

Polly Manuel | 205-970-5912

[email protected]

Investor Relations Contact

Mark Miller | 205-970-5860

[email protected]

Encompass Health appoints Cain Hayes to its board of directors

BIRMINGHAM, Ala., Feb. 2, 2026 — Encompass Health Corp. (NYSE: EHC) today announced the appointment of Cain A. Hayes to its board of directors.

Hayes joins the Encompass Health board with significant experience in health care, strategic leadership, human capital management, risk management and governmental regulation. He retired as president and chief executive officer of Point32Health, Inc., a top-20 U.S. health plan, in 2024. Prior to joining Point32Health in 2021, he served as president and chief executive officer of Gateway Health Plan, Inc., following a long executive career with prominent financial services companies such as Aetna and Nationwide.

“We are pleased to welcome to the Encompass Health board Cain and his strong health care payor expertise as well as his more than two decades of leadership experience in the highly regulated insurance and financial services industries,” said Greg Carmichael, chairman of Encompass Health’s board of directors. “I am confident his payor perspective and experience will be valuable to our board. The appointment of Cain reflects our commitment to adding important expertise and fresh perspectives as part of our regular board succession planning, while maintaining the

Company’s position as the leading provider of inpatient rehabilitation services in a rapidly changing health care environment.”

“I am honored and delighted to join the Encompass Health board,” said Hayes. “The Company is a recognized leader in the health care industry with a demonstrated commitment to delivering high-quality, cost-effective post-acute care. I look forward to helping further that commitment, contributing to the Company’s strategic direction and building long-term value for its stockholders.”

About Encompass Health

Encompass Health (NYSE: EHC) is the largest owner and operator of inpatient rehabilitation hospitals in the United States. With a national footprint that includes 173 hospitals in 39 states and Puerto Rico, the Company provides high-quality, compassionate rehabilitative care for patients recovering from a major injury or illness, using advanced technology and innovative treatments to maximize recovery. Encompass Health is recognized as America’s Most Awarded Leader in Inpatient Rehabilitation by Newsweek and Statista and is ranked among Fortune's World’s Most Admired Companies™ and Forbes’ America’s Best Companies. For more information, visit encompasshealth.com, or follow us on our newsroom, X, Instagram and Facebook.

From Fortune.© 2026 Fortune Media IP Limited. All rights reserved. Fortune® is a registered trademark and Fortune World’s Most Admired Companies™ is trademark of Fortune Media IP Limited and are used under license. Fortune and Fortune Media IP Limited are not affiliated with, and do not endorse products or services of, Encompass Health.

Forward-Looking Statements

Statements contained in this press release which are not historical facts, such as board succession planning, the prospects of the Company and the long-term stockholder value, are forward-looking statements. In addition, Encompass Health may from time to time make forward-looking public statements concerning the matters described herein. All such estimates, projections, and forward-looking information speak only as of the date hereof, and Encompass Health undertakes no duty to publicly update or revise such forward-looking information, whether as a result of new information, future events, or otherwise. Such forward-looking statements are necessarily estimates based upon current information and involve a number of risks and uncertainties. Encompass Health’s actual results or events may differ materially from those anticipated in these forward-looking statements as a result of a variety of factors. While it is impossible to identify all such factors, factors which could cause actual results or events to differ materially from those anticipated include, but are not limited to, any adverse outcome of various lawsuits, claims, and legal or regulatory proceedings that may be brought by or against the Company; changes in the regulation of the health care industry at either or both of the federal and state levels; potential disruptions, breaches, or other incidents affecting the proper operation, availability, or security of Encompass Health’s information systems; changes, delays in (including in connection with resolution of Medicare payment reviews or appeals), or suspension of reimbursement for Encompass Health’s services by governmental or private payors; general conditions in the economy and capital markets; and other factors which may be identified from time to time in Encompass Health’s SEC filings and other public announcements, including Encompass Health’s Form 10-K for the year ended December 31, 2024 and Form 10-Q for the quarters ended March 31, 2025, June 30, 2025, and September 30, 2025.