Sec Form 4 Filing - Nackel John G. @ Pennant Group, Inc. - 2019-10-01

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Nackel John G. 2. Issuer Name and Ticker or Trading Symbol Pennant Group, Inc. [ PNTG] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) C/O THE PENNANT GROUP, INC., 1675 EAST RIVERSIDE DRIVE, SUITE 150 3. Date of Earliest Transaction (MM/DD/YY) 10/01/2019 (Street) EAGLE, ID83616 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 10/01/2019 A 40,083 ( 1 ) A $ 0 40,083 D Common Stock 10/01/2019 A 2,700 ( 1 ) A $ 0 42,783 I ( 2 ) By Nackel Family Trust dated June 30, 1997 Common Stock 10/01/2019 A 2,319 ( 3 ) A $ 0 45,102 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Stock Option (right to buy) $ 4.09 10/01/2019 A 57,613 10/01/2019( 4 ) 05/29/2024 Common Stock 57,613 $ 0 57,613 D Stock Option (right to buy) $ 15.09 10/01/2019 A 8,000 ( 5 ) 10/01/2029 Common Stock 8,000 $ 0 8,000 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Nackel John G. C/O THE PENNANT GROUP, INC. 1675 EAST RIVERSIDE DRIVE, SUITE 150 EAGLE, ID83616 X Signatures /s/ Derek J. Bunker, as attorney-in-fact 10/03/2019 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Shares of common stock received in the October 1, 2019 pro rata distribution of shares of the Registrant by The Ensign Group, Inc. to its stockholders (the "Spin-off") and shares of Cornerstone Healthcare, Inc. converted into shares of the Registrant pursuant to the merger of Cornerstone Merger Sub, Inc., a wholly-owned subsidiary of the Registrant, with and into Cornerstone Healthcare, Inc., with Cornerstone Healthcare, Inc. as the surviving corporation, in connection with the Spin-off. ( 2 )These shares are held by the Nackel Family Trust dated June 30, 1997. Dr. Nackel and his spouse share voting and investment power over the trust. ( 3 )Shares of restricted stock granted on October 1, 2019 under The Pennant Group, Inc. 2019 Long Term Incentive Plan. ( 4 )Options assumed on October 1, 2019 by the Registrant under The Ensign Group, Inc. 2007 Omnibus Incentive Plan as a result of the Spin-off, all of which have vested. ( 5 )Options granted on October 1, 2019 under the The Pennant Group, Inc. 2019 Omnibus Incentive Plan. The options vest in three equal annual installments beginning on the first anniversary of the date of the grant.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.