SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 4, 2018
The Ensign Group, Inc.
(Exact name of registrant as specified in its charter)
(State or other jurisdiction
(Commission File Number)
(IRS Employer Identification No.)
27101 Puerta Real, Suite 450,
Mission Viejo, CA
(Address of principal executive offices)
Registrant's telephone number, including area code: (949) 487-9500
(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))
Indicate by check mark whether the registrant is an emerging growth company as defined in 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 o
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. o
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On August 4, 2018, Malene Davis submitted her resignation from the Board of Directors (the “Board”) of The Ensign Group, Inc. (the “Company”), effective immediately. The decision of Ms. Davis to resign was based on her desire to pursue her other interests and obligations, and was not the result of any disagreement with the Company on any matter relating to the operations, policies or practices of the Company. Ms. Davis served as member of the Board since November 2, 2017 and until her resignation served on the Company’s Quality Assurance and Compliance Committee and the Nominating and Corporate Governance Committee. The Board has begun a search to find a new director to fill the vacancy created by Ms. Davis’s resignation and will operate with six directors until a qualified candidate is appointed pursuant to the terms of the Company’s Bylaws and the Nomination and Corporate Governance Committee charter.
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.
Dated: August 7, 2018
THE ENSIGN GROUP, INC.
/s/ Chad A. Keetch
Chad A. Keetch
Executive Vice President