Sec Form 3 Filing - Wherley Joel L @ CHEMED CORP - 2025-08-27

Insider filing report for Changes in Beneficial Ownership
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FORM 3
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
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1. Name and Address of Reporting Person
Wherley Joel L
2. Issuer Name and Ticker or Trading Symbol
CHEMED CORP [ CHE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CEO - Vitas Healthcare
(Last) (First) (Middle)
255 EAST FIFTH STREET, SUITE 2600
3. Date of Earliest Transaction (MM/DD/YY)
08/27/2025
(Street)
CINCINNATI, OH45202
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
Capital Stock 659 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 with tandem tax withholding) $ 509.46 ( 1 ) 10/25/2028 Capital Stock 6,961 D
Stock Option (right to buy with tandem tax withholding) $ 597.7 ( 2 ) 10/22/2029 Capital Stock 8,382 D
Performance Stock Unit ( 4 ) ( 3 ) ( 3 ) Capital Stock 220 D
Performance Stock Unit ( 4 ) ( 5 ) ( 5 ) Capital Stock 220 D
Performance Stock Unit ( 4 ) ( 6 ) ( 6 ) Capital Stock 223 D
Performance Stock Unit ( 4 ) ( 7 ) ( 7 ) Capital Stock 223 D
Performance Stock Unit ( 4 ) ( 8 ) ( 8 ) Capital Stock 312 D
Performance Stock Unit ( 4 ) ( 9 ) ( 9 ) Capital Stock 312 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Wherley Joel L
255 EAST FIFTH STREET
SUITE 2600
CINCINNATI, OH45202
CEO - Vitas Healthcare
Signatures
Joel L Wherley 08/27/2025
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Vesting in three equal annual installments commencing 10/25/2024.
( 2 )Vesting in three equal annual installments commencing 10/22/2025.
( 3 )The restricted stock units vest based on the extent to which the Company achieves certain Earnings per Share performance targets over a performance period of January 1, 2023 through December 31, 2025 with the determination of such performance level to be made no later than March 15, 2026 and earned shares of Capital Stock to be delivered thereafter.
( 4 )Each performance stock unit represents a contingent right to receive one share of Chemed Capital Stock.
( 5 )The restricted stock units vest based on the extent to which the Company achieves certain Total Shareholder Return performance targets over a performance period of January 1, 2023 through December 31, 2025 with the determination of such performance level to be made no later than March 15, 2026 and earned shares of Capital Stock to be delivered thereafter.
( 6 )The restricted stock units vest based on the extent to which the Company achieves certain Earnings per Share performance targets over a performance period of January 1, 2024 through December 31, 2026 with the determination of such performance level to be made no later than March 15, 2027 and earned shares of Capital Stock to be delivered thereafter.
( 7 )The restricted stock units vest based on the extent to which the Company achieves certain Total Shareholder Return performance targets over a performance period of January 1, 2024 through December 31, 2026 with the determination of such performance level to be made no later than March 15, 2027 and earned shares of Capital Stock to be delivered thereafter.
( 8 )The restricted stock units vest based on the extent to which the Company achieves certain Earnings per Share performance targets over a performance period of January 1, 2025 through December 31, 2027 with the determination of such performance level to be made no later than March 15, 2028 and earned shares of Capital Stock to be delivered thereafter.
( 9 )The restricted stock units vest based on the extent to which the Company achieves certain Total Shareholder Return performance targets over a performance period of January 1, 2025 through December 31, 2027 with the determination of such performance level to be made no later than March 15, 2028 and earned shares of Capital Stock to be delivered thereafter.

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