Amended Statement of Ownership (sc 13g/a)
February 02 2021 - 2:35PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND
EXCHANGE COMMISSION
Washington,
D.C. 20549
____________________________
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO
BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b),
(c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE
13d-2
(Amendment No. 10)*
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Select
Medical Holdings Corporation
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(Name of Issuer)
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Common Stock
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(Title of Class of Securities)
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81619Q105
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(CUSIP Number)
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December 31, 2020
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(Date of Event Which Requires Filing of this Statement)
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Check
the appropriate box to designate the rule pursuant to which this Schedule is filed:
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¨
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Rule 13d-1(b)
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¨
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Rule 13d-1(c)
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x
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Rule 13d-1(d)
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* The
remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect
to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures
provided in a prior coverage page.
The information required
in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the
Securities Exchange Act of 1934 (the “Act”) or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the Notes).
1.
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NAMES OF REPORTING PERSONS
Rocco A. Ortenzio
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2.
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a) ¨
(b) ¨
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3.
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SEC USE ONLY
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4.
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF
SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
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5.
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SOLE VOTING POWER 5,315,376
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6.
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SHARED VOTING POWER 5,430,0051
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7.
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SOLE DISPOSITIVE POWER 5,315,376
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8.
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SHARED DISPOSITIVE POWER 5,430,0051
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9.
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,745,3811
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10.
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CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
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¨
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11.
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
8.0%1
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12.
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TYPE OF REPORTING PERSON
IN
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1 Includes 10,000 shares of common stock owned by
the reporting person’s spouse, as to which beneficial ownership is disclaimed.
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Item 1(a).
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Name of Issuer:
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Select Medical Holdings Corporation
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Item 1(b).
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Address of Issuer’s Principal Executive Offices:
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4714
Gettysburg Road, P.O. Box 2034, Mechanicsburg, Pennsylvania 17055
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Item 2(a).
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Name of Person Filing:
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Rocco A. Ortenzio
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Item 2(b).
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Address of Principal Business Office or, if None, Residence:
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c/o Select Medical Holdings Corporation
4714
Gettysburg Road, P.O. Box 2034, Mechanicsburg, Pennsylvania 17055
United States
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Item 2(d).
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Title of Class of Securities:
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Common Stock, $.001 par value (“Common Stock”)
81619Q105
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Item 3.
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If this Statement is Filed Pursuant to §§240.13d-1(b),
or 240.13d-2(b) or (c), Check Whether the Person Filing is a: Not Applicable.
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(a)
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¨
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Broker or dealer registered under Section 15 of
the Act (15 U.S.C. 78o);
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(b)
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¨
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Bank as defined in section 3(a)(6) of the Act (15
U.S.C. 78c);
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(c)
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¨
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Insurance company as defined in section 3(a)(19) of the
Act (15 U.S.C. 78c);
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(d)
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¨
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Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
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(e)
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¨
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An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
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(f)
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¨
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An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
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(g)
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¨
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A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
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(h)
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¨
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A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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¨
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A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company
Act (15 U.S.C. 80a-3);
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(j)
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¨
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A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J);
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(k)
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¨
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Group,
in accordance with § 240.13d-1(b)(1)(ii)(K).
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If filing as a non-U.S.
institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:_______________
Item
4. Ownership.
The
following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item
1 is presented as of February 1, 2021:
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(a)
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Amount
beneficially owned:
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10,745,3811
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(b)
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Percent
of class:
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8.0%1
based upon 134,836,735 shares of Common Stock outstanding as of February 1,
2021.
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(c)
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Number
of shares as to which such person has:
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(i) Sole
power to vote or to direct the vote
5,315,376
(ii) Shared
power to vote or to direct the vote
5,430,0051
(iii) Sole
power to dispose or to direct the disposition of
5,315,376
(iv) Shared
power to dispose or to direct the disposition of
5,430,0051
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Item
5.
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Ownership
of Five Percent or Less of a Class.
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Not
Applicable.
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Item 6.
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Ownership
of More than Five Percent on Behalf of Another Person.
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Not
Applicable.
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Item 7.
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Identification
and Classification of the Subsidiary Which Acquired the Security Being Reported on by
the Parent Holding Company or Control Person.
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Not
Applicable.
1 Includes 10,000
shares of common stock owned by the reporting person’s spouse, as to which beneficial ownership is disclaimed.
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Item 8.
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Identification
and Classification of Members of the Group.
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Not
Applicable.
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Item
9.
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Notice
of Dissolution of Group.
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Not
Applicable.
Not applicable.
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement
is true, complete and correct.
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February 2,
2021
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Date
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/s/
Rocco A. Ortenzio
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Signature
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Rocco
A. Ortenzio
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Name/Title
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