ENSIGN GROUP, INC

8-K · ensg-20260513.htm iXBRL

0001125376 2026-05-13 2026-05-13

 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): May 13, 2026
 The Ensign Group, Inc .
 (Exact name of registrant as specified in its charter)
          
 Delaware   001-33757   33-0861263
          
 (State or other jurisdiction
of incorporation)   (Commission File Number)   (IRS Employer Identification No.)

 29222 Rancho Viejo Road, Suite 127,  
 San Juan Capistrano, CA 92675
      
 (Address of principal executive offices)   (Zip Code)

 Registrant's telephone number, including area code: ( 949 ) 487-9500
 Not Applicable
 (Former name or former address, if changed since last report.)
 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)

 ☐   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))

 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 ENSG Nasdaq Global Select Market

 Indicate by check mark whether the 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 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. ☐

 Item 8.01. Other Events.

 On May 13, 2026, the Board of Directors approved a stock repurchase program pursuant to which the Company is authorized to repurchase up to $40,000,000 of its common stock. The program will commence following expiration of the Company's current stock repurchase program.

 The Company may repurchase shares from time to time in open market or privately negotiated transactions, including pursuant to Rule 10b-18 and Rule 10b5‑1 plans, or by other means in accordance with applicable securities laws. The program does not obligate the Company to acquire any specific number of shares, and may be modified, suspended, or discontinued at any time. Repurchases will depend on the Company’s business strategy, market conditions, liquidity requirements, contractual restrictions, and other factors.

 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.
  

     THE ENSIGN GROUP, INC.

   Dated: June 10, 2026
   /s/ Suzanne D. Snapper
 Suzanne D. Snapper 
   Chief Financial Officer, Executive Vice President and Director (principal financial officer and principal accounting officer)