{"filing":{"accession_number":"0000885978-26-000052","cik":"0000885978","ticker":"USPH","company_name":"U S PHYSICAL THERAPY INC /NV","form":"8-K","filing_date":"2026-08-14","report_date":"2026-08-12","primary_document":"form8-k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/885978/000088597826000052/form8-k.htm"},"events":[{"id":27936,"run_id":25513,"accession_number":"0000885978-26-000052","anchor_item_number":"5.02","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.95,"summary":"Nchacha Etta was appointed Executive Vice President and Chief Financial Officer of U.S. Physical Therapy, effective September 1, 2026. The appointment includes a comprehensive employment agreement specifying a two-year term, $625,000 annual base salary, equity grants totaling approximately $750,000, severance benefits of two years' base compensation upon termination without cause, and change-of-control benefits of $283,333.","company_name":"U S PHYSICAL THERAPY INC /NV","ticker":"USPH","filing_date":"2026-08-14","form":"8-K","submitted_at":null,"items":[{"id":29664,"accession_number":"0000885978-26-000052","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"Item 1.01 discloses entry into an Employment Agreement with Nchacha Etta upon his appointment as Executive Vice President and Chief Financial Officer, effective September 1, 2026. The agreement specifies detailed compensatory arrangements including a $625,000 annual base salary, an initial equity grant of approximately $550,000 in restricted stock vesting over four years, an additional 2026 grant of approximately $200,000, discretionary bonuses, severance benefits (two years' base compensation upon termination without cause), and change-of-control benefits ($283,333). While the filing also references an appointment (Item 5.02), the substantive disclosure in Item 1.01 centers on the material compensatory terms and financial arrangements of the employment agreement rather than the appointment itself, making exec_compensation the most salient classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-14T20:32:58.319316+00:00","company_name":"","ticker":null,"filing_date":""},{"id":29665,"accession_number":"0000885978-26-000052","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"Nchacha Etta was appointed Executive Vice President and Chief Financial Officer of U.S. Physical Therapy, effective September 1, 2026. The disclosure details his extensive background in finance leadership across healthcare, technology, and consumer products sectors, along with his prior roles at Omnicell, Essilor, Johnson \u0026 Johnson Vision, and Coca-Cola. This is a material C-suite appointment with a comprehensive employment agreement specifying a two-year term, $625,000 base salary, and significant equity and severance provisions.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-14T20:32:58.319316+00:00","company_name":"","ticker":null,"filing_date":""},{"id":29666,"accession_number":"0000885978-26-000052","item_number":"8.01","item_title":"Other Events.","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"The 8-K Item 8.01 discloses the appointment of Nchacha Etta as Executive Vice President and Chief Financial Officer, effective September 1, 2026. The press release and attached employment agreement confirm this is a named executive appointment to a C-suite position. While the agreement also contains compensation terms (base salary of $625,000, equity grants, severance provisions), the principal disclosed action is the appointment itself, making this an exec_appointment event rather than exec_compensation.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-14T20:32:58.319316+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":29664,"accession_number":"0000885978-26-000052","item_number":"1.01","item_title":"Entry into a Material Definitive Agreement.","event_type":"exec_compensation","event_domain":"governance","is_material":true,"confidence":0.85,"reasoning":"Item 1.01 discloses entry into an Employment Agreement with Nchacha Etta upon his appointment as Executive Vice President and Chief Financial Officer, effective September 1, 2026. The agreement specifies detailed compensatory arrangements including a $625,000 annual base salary, an initial equity grant of approximately $550,000 in restricted stock vesting over four years, an additional 2026 grant of approximately $200,000, discretionary bonuses, severance benefits (two years' base compensation upon termination without cause), and change-of-control benefits ($283,333). While the filing also references an appointment (Item 5.02), the substantive disclosure in Item 1.01 centers on the material compensatory terms and financial arrangements of the employment agreement rather than the appointment itself, making exec_compensation the most salient classification.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-14T20:32:58.319316+00:00","company_name":"U S PHYSICAL THERAPY INC /NV","ticker":"USPH","filing_date":"2026-08-14"},{"id":29665,"accession_number":"0000885978-26-000052","item_number":"5.02","item_title":"Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangement of Certain Officers.","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.95,"reasoning":"Nchacha Etta was appointed Executive Vice President and Chief Financial Officer of U.S. Physical Therapy, effective September 1, 2026. The disclosure details his extensive background in finance leadership across healthcare, technology, and consumer products sectors, along with his prior roles at Omnicell, Essilor, Johnson \u0026 Johnson Vision, and Coca-Cola. This is a material C-suite appointment with a comprehensive employment agreement specifying a two-year term, $625,000 base salary, and significant equity and severance provisions.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-14T20:32:58.319316+00:00","company_name":"U S PHYSICAL THERAPY INC /NV","ticker":"USPH","filing_date":"2026-08-14"},{"id":29666,"accession_number":"0000885978-26-000052","item_number":"8.01","item_title":"Other Events.","event_type":"exec_appointment","event_domain":"governance","is_material":true,"confidence":0.92,"reasoning":"The 8-K Item 8.01 discloses the appointment of Nchacha Etta as Executive Vice President and Chief Financial Officer, effective September 1, 2026. The press release and attached employment agreement confirm this is a named executive appointment to a C-suite position. While the agreement also contains compensation terms (base salary of $625,000, equity grants, severance provisions), the principal disclosed action is the appointment itself, making this an exec_appointment event rather than exec_compensation.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-08-14T20:32:58.319316+00:00","company_name":"U S PHYSICAL THERAPY INC /NV","ticker":"USPH","filing_date":"2026-08-14"}]}
