Statement of acquisition of beneficial ownership by individuals



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UNITED STATES




SECURITIES AND EXCHANGE COMMISSION





Washington



,
D.C. 20549


















SCHEDULE 13G




(Rule 13d-102)








INFORMATION TO BE INCLUDED IN STATEMENTS FILED
PURSUANT




TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS
THERETO FILED




PURSUANT TO RULE 13d-2




(Amendment No. 11)*


































































Select
Medical Holdings Corporation



(Name
of Issuer)




Common
Stock



(Title
of Class of Securities)




81619Q105



(CUSIP
Number)




December
31, 2021



(Date
of Event Which Requires Filing of this Statement)





Check the
appropriate box to designate the rule pursuant to which this Schedule is filed:




¨



Rule 13d-1(b)



¨



Rule 13d-1(c)



x



Rule 13d-1(d)

















*


The
remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject
class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior coverage
page.





The information required
in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange
Act of 1934 (the “Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however,

see the Notes

).







































CUSIP
No. 81619Q105

































1.




NAMES
OF REPORTING PERSONS




Robert A. Ortenzio




2.




CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP





(a)


¨




(b)


¨





3.





SEC USE ONLY









4.




CITIZENSHIP
OR PLACE OF ORGANIZATION




United States




























NUMBER
OF


SHARES


BENEFICIALLY


OWNED BY


EACH


REPORTING


PERSON WITH




5.




SOLE VOTING POWER






6,102,266





6.




SHARED VOTING POWER






2,229,548





7.




SOLE DISPOSITIVE POWER






6,102,266





8.





SHARED DISPOSITIVE POWER







2,229,548





























9.




AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON




8,331,814




10.





CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES












¨





11.





PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW 9






6.22%





12.




TYPE OF REPORTING PERSON





IN


































Item 1(a).



Name of Issuer:






Select
Medical Holdings Corporation













Item 1(b).



Address of Issuer’s Principal
Executive Offices:





4714 Gettysburg Road, P.O. Box 2034, Mechanicsburg,
Pennsylvania 17055













Item 2(a).



Name of Person Filing:






Robert
A. Ortenzio













Item 2(b).



Address of Principal Business Office
or, if None, Residence:





c/o Select Medical Holdings Corporation



4714 Gettysburg Road, P.O. Box 2034, Mechanicsburg,
Pennsylvania 17055













Item 2(c).



Citizenship:






United
States













Item 2(d).



Title of Class of Securities:






Common
Stock, $.001 par value (“Common Stock”)













Item 2(e)



CUSIP Number:






81619Q105














Item 3.





If
this Statement is Filed Pursuant to §§240.13d-1(b), or 240.13d-2(b) or (c), Check
Whether the Person Filing is a:



Not Applicable.













(a)


¨


Broker or dealer
registered under Section 15 of the Act (15 U.S.C. 78o);












(b)


¨


Bank as defined
in section 3(a)(6) of the Act (15 U.S.C. 78c);












(c)


¨


Insurance company
as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);












(d)


¨


Investment company
registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);




















(e)


¨


An investment
adviser in accordance with § 240.13d-1(b)(1)(ii)(E);




















(f)


¨


An employee benefit
plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);




















(g)


¨


A parent holding
company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);




















(h)


¨


A savings association
as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);




















(i)


¨


A church plan
that is excluded from the definition of an investment company under section 3(c)(14) of the
Investment Company Act (15 U.S.C. 80a-3);




































(j)


¨


A non-U.S. institution
in accordance with § 240.13d-1(b)(1)(ii)(J);




















(k)


¨


Group, in accordance
with § 240.13d-1(b)(1)(ii)(K).




If filing as a non-U.S. institution in
accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:_______________






Item 4.          Ownership.





The following information
regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1 is presented as of February
1, 2021:












(a)


Amount beneficially owned:





8,331,814











(b)


Percent of class:





6.22% based upon 133,884,817 shares of Common Stock outstanding as of February 1, 2022.











(c)


Number of shares as to which such person has:












(i)


Sole power to vote
or to direct the vote





















6,102,266
























(ii)


Shared power to vote
or to direct the vote














2,229,548



















(iii)


Sole power to dispose
or to direct the disposition of























6,102,266



















(iv)


Shared power to dispose
or to direct the disposition of























2,229,548












Item

5.


Ownership
of Five Percent or Less of a Class.





Not Applicable.













Item 6.



Ownership of More than Five Percent on Behalf of Another
Person.





Not Applicable.













Item 7.



Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding Company or Control Person.





Not Applicable.













Item 8.



Identification and Classification of Members of the Group.





Not Applicable.













Item

9.


Notice of
Dissolution of Group.





Not Applicable.













Item 10.



Certifications.





Not applicable.




















SIGNATURE





After reasonable inquiry
and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.








































February
3, 2022




Date






/s/ Robert
A. Ortenzio




Signature






Robert A. Ortenzio




Name/Title














The above information was disclosed in a filing to the SEC. To see the filing, click here.

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