8-K

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): November 2, 2021

SELECT MEDICAL HOLDINGS CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	001-34465	20-1764048
(State or other jurisdiction of <br><br>Incorporation)	(Commission File <br><br>Number)	(I.R.S. Employer <br>Identification No.)

4714 Gettysburg Road, P.O. Box 2034

Mechanicsburg, PA 17055

(Address of principal executive offices)  (Zip Code)

(717) 972-1100

(Registrant’s telephone number, including area code)

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 $0.001 per share	SEM	New York Stock Exchange (NYSE)

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 communications 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)
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¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Indicate by check mark whether either registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if either 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. ¨

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

On November 2, 2021, the Board of Directors (the “Board”) of Select Medical Holdings Corporation (“Select”) appointed Parvinderjit Singh Khanuja, MD, FACP as a director of Select, effective November 1, 2021. Dr. Khanuja’s term will expire at the 2023 Annual Meeting of Stockholders of Select, at which time Dr. Khanuja will stand for election along with the other director nominees standing for election at that meeting. Dr. Khanuja will be eligible for compensation as a non-employee director of Select as described under the heading “Director Compensation” in the Proxy Statement for the 2021 Annual Meeting of Stockholders of Select filed with the Securities and Exchange Commission on March 5, 2021. There is no arrangement or understanding between Dr. Khanuja and any other person pursuant to which Dr. Khanuja was elected as a director of Select. Dr. Khanuja has not entered into any related party transactions with Select that are required to be disclosed pursuant to Item 404(a) of Regulation S-K.

Item 7.01	Regulation FD Disclosure.

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Attached as Exhibit 99.1 and furnished for purposes of Regulation FD is a press release issued by Select on November 2, 2021, announcing the appointment of Dr. Khanuja to the Board of Directors of Select.

The information in this Item 7.01 in this Current Report on Form 8-K (including Exhibit 99.1) shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.

Item 9.01	Financial Statements and Exhibits.

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(d) Exhibits.

Exhibit Number	Description
99.1	Press Release, dated November 2, 2021, announcing the appointment of Dr. Parvinderjit Singh Khanuja to the Board of Directors of Select Medical Holdings Corporation.
104	The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned, thereunto duly authorized.

SELECT MEDICAL HOLDINGS CORPORATION
Date: November 2, 2021	By:	/s/ Michael E. Tarvin
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Michael E. Tarvin
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Executive Vice President, General Counsel and Secretary

Exhibit 99.1

FOR IMMEDIATE RELEASE	4714 Gettysburg Road<br><br> <br>Mechanicsburg, PA 17055<br><br> <br><br><br> <br>NYSE Symbol: SEM<br><br> <br>

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Select Medical Holdings Corporation AnnouncesAppointment

of Parvinderjit Singh Khanuja, M.D. to its Boardof Directors

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MECHANICSBURG, PENNSYLVANIA – November 2, 2021 – Select Medical Holdings Corporation (“Select Medical”) (NYSE: SEM) today announced the appointment of Parvinderjit Singh Khanuja, M.D. to its Board of Directors (the “Board”), effective on November 1, 2021. Dr. Khanuja’s Board term will expire at Select Medical’s 2023 Annual Meeting of Stockholders, at which time he will stand for election along with the other director nominees standing for election at that meeting.

“We are very pleased to welcome Dr. Khanuja to the Select Medical Board of Directors,” said Robert A. Ortenzio, Executive Chairman and Co-Founder of Select Medical. “Dr. Khanuja brings to Select Medical over three decades of experience in the practice of medical oncology and as a business leader. He will share an important perspective and will be a valued addition to the Board.”

Dr. Khanuja joins the Board with over 30 years of experience as a medical oncologist. Dr. Khanuja is the founder and Managing Partner of Ironwood Physicians, PC, the largest cancer treatment center in the Phoenix, AZ metropolitan area with over 100 providers. Dr. Khanuja is a Diplomate, Subspecialty Board of Medical Oncology and Hematology and is a Fellow of the American College of Physicians (FACP). Dr. Khanuja is a board member of the Five Rivers Foundation, which is primarily involved in social causes and scholarships. He is also a member of the Board of Trustees of the Phoenix Art Museum.

Dr. Khanuja completed his medical degree at Christian Medical College in Ludhiana, India. His fellowship followed at Wayne State University School of Medicine in Detroit.

About Select Medical

Select Medical is one of the largest operators of critical illness recovery hospitals, rehabilitation hospitals, outpatient rehabilitation clinics, and occupational health centers in the United States based on the number of facilities. As of September 30, 2021, Select Medical operated 100 critical illness recovery hospitals in 28 states, 30 rehabilitation hospitals in 12 states, and 1,850 outpatient rehabilitation clinics in 39 states and the District of Columbia. Select Medical's joint venture subsidiary Concentra operated 519 occupational health centers in 41 states. Concentra also provides contract services at employer worksites. At September 30, 2021, Select Medical had operations in 46 states and the District of Columbia. Information about Select Medical is available at www.selectmedical.com.

Investor inquiries:

Joel T. Veit

Senior Vice President and Treasurer

717-972-1100

ir@selectmedical.com

SOURCE: Select Medical Holdings Corporation