Sector: Health Care
ENSIGN GROUP INC · Meeting: May 13, 2026
Directors FOR
4
Directors AGAINST
0
Say on Pay
FOR
Auditor
FOR
Election of Directors
Smith has served since 2014 with deep healthcare executive experience; ENSG's 3-year stock return of +116% beats the company-disclosed peer group median by +19.3pp, well below the 65pp threshold that would trigger an against vote for a strong-positive-TSR company, and no overboarding, attendance, independence, or familial-relationship concerns are present.
Abbott has served since 2020 with strong healthcare data and analytics background; the TSR trigger does not apply given ENSG's outperformance versus peers, she holds one outside public board seat (TalkSpace), all committee assignments are appropriate, and no other disqualifying flags are present.
Snapper is CFO and executive director with deep financial and operational expertise; the TSR trigger does not apply, she serves only on Quality Assurance and one outside board (Pennant Group), she is not on the audit or compensation committee, and no disqualifying flags are present.
Uychiat Pison joined the board in September 2025, less than 24 months ago, so she is fully exempt from the TSR trigger under policy; she brings nearly three decades of clinical expertise in skilled nursing directly relevant to ENSG's core business, and no other disqualifying flags are present.
All four nominees pass the policy screens: ENSG's 3-year stock return of +116% outperforms its disclosed peer group median by +19.3 percentage points, which is far short of the 65pp threshold needed to trigger an against vote for a company with strong positive returns. No overboarding, attendance failures, independence concerns, familial relationships to senior management, or missing qualifications are identified. The newest director (Uychiat Pison) is also exempt from the TSR trigger due to tenure under 24 months.
CEO
Barry R. Port
Total Comp
$13,804,700
Prior Support
95.1%%
CEO Barry Port's total compensation of $13.8 million is broadly consistent with benchmarks for a healthcare services CEO at an $11.4 billion market cap company, and prior Say on Pay support was an overwhelming 95.1% at the 2025 annual meeting, well above the 70% threshold that would require a response. The pay structure is heavily weighted toward variable, performance-linked compensation — base salary of roughly $549,000 represents only about 4% of total pay, with the remainder tied to annual cash bonuses driven by a pre-set adjusted earnings formula plus clinical and governance metrics, and stock awards subject to multi-year vesting — satisfying the policy requirement that at least 50-60% of pay be performance-based. ENSG's 3-year stock return of +116% dramatically outperforms the IHF — iShares U.S. Healthcare Providers ETF benchmark (which returned -13.3% over the same period), confirming strong pay-for-performance alignment.
Auditor
Deloitte & Touche LLP
Tenure
N/A
Audit Fees
$1,562,350
Non-Audit Fees
$85,000
Non-audit fees of $85,000 represent approximately 5.4% of core audit fees of $1,562,350, well below the 50% threshold that would raise independence concerns; Deloitte is a Big 4 firm fully appropriate for a company of ENSG's $11.4 billion market cap; auditor tenure is not disclosed in the filing so no tenure trigger can fire per policy; and no material financial restatements are noted.
The 2026 Ensign Group annual meeting presents a clean ballot: all four director nominees pass TSR, independence, attendance, and qualifications screens against a backdrop of exceptional stock performance that far exceeds both the company's disclosed peer group and the IHF — iShares U.S. Healthcare Providers ETF benchmark. Say on Pay earns support given overwhelming prior-year approval, a heavily performance-linked pay structure, and strong alignment between CEO pay and shareholder returns; the auditor ratification is straightforward with minimal non-audit fees and a Big 4 firm appropriate for the company's size.
10 companies disclosed in 2026 proxy filing
