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): March 18, 2019
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 1.02. Termination of Material Definitive Agreement
The Ensign Group, Inc. (the “Company”) received notice from the Office of Inspector General-HHS (“OIG”) that the Company’s five-year corporate integrity agreement (the “CIA”) with the OIG has been completed. Per the terms of the CIA, the five-year reporting period, which commenced on October 1, 2013, was subject to the receipt of the Company’s final annual report and any additional materials requested by the OIG. Pursuant to a letter dated March 13, 2019 (received on March 18, 2019), the OIG confirmed that it received the Company’s fifth and final annual report and that the term of the CIA is now concluded.
The foregoing description of the CIA is not complete and is qualified in its entirety by reference to the full text of the CIA, a copy of which is filed as Exhibit 10.74 to the Company’s Annual Report on Form 10-K filed with the SEC on February 13, 2014.
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: March 20, 2019
THE ENSIGN GROUP, INC.
/s/ Suzanne D. Snapper
Suzanne D. Snapper
Chief Financial Officer