false U S PHYSICAL THERAPY INC /NV 0000885978 0000885978 2024-08-14 2024-08-14

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): August 14, 2024
U.S. PHYSICAL THERAPY, INC.
(Exact name of registrant as specified in its charter)

Nevada |  | 001-11151 |  | 76-0364866
(State or other jurisdiction of incorporation or organization) |  | (Commission File Number) |  | (I.R.S. Employer Identification No.)

1300 WEST SAM HOUSTON PARKWAY, SUITE 300, HOUSTON, Texas |  | 77043
(Address of Principal Executive Offices) |  | (Zip Code)

Registrant's telephone number, including area code: (713) 297-7000
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 ( see General Instruction A.2. below):

☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ | Soliciting material pursuant to Rule 14a-12(b) 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, $.01 par value | USPH | New York Stock Exchange

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 7.01 Regulation FD Disclosure.
On August 14, 2024, U.S. Physical Therapy (the "Company") hosted a conference call and webcast to discuss its results for the second quarter and six months ended June 30, 2024. The transcript of the conference call is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
The Company updated its investor presentation and is furnished as Exhibit 99.2 to this Current Report on Form 8-K. The presentation covers an overview of the Company and is also available on the Company’s website at www.usph.com.
The information in this Current Report on Form 8-K, including the exhibits, 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, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

Exhibits |  | Description of Exhibits
99.1 |  | Registrant's August 14, 2024 Conference Call Transcript Discussing Second Quarter and Six Months Ended June 30, 2024

99.2 |  | Investor Presentation for Q2 2024

SIGNATURE
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.

|  |  |  | U.S. PHYSICAL THERAPY, INC. |
Dated: August 16, 2024 |  |  |  | By: |  | /s/ CAREY HENDRICKSON |
|  |  |  |  |  | Carey Hendrickson |
|  |  |  |  |  | Chief Financial Officer |
|  |  |  |  |  | (duly authorized officer and principal financial and accounting officer) |