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CHEMED CORP

For the period ended Dec 31, 2025. Filed Feb 27, 2026.

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About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Feb 27, 2026

CHE$544.49+1.2%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

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Contents

Item 4. Mine Safety Disclosures

None

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Executive Officers of the Company

NameAgeOfficeFirst Elected
Kevin J. McNamara72President and Chief Executive OfficerAugust 2, 1994 (1)
Michael D. Witzeman55Executive Vice President, Chief Financial Officer, and ControllerMay 21, 2012 (2)
Spencer S. Lee70Executive Vice President and Chief Executive Officer of Roto-RooterMay 15, 2000 (3)
Joel L. Wherley61President and Chief Executive Officer of VITASJuly 29, 2025 (4)
Brian C. Judkins45Vice President and Chief Legal OfficerAugust 31, 2020 (5)

(1)Mr. K.J. McNamara is President and Chief Executive Officer of the Company and has held these positions since August 1994 and May 2001, respectively. Previously, he served as an Executive Vice President, Secretary and General Counsel of the Company, since November 1993, August 1986 and August 1986, respectively. He previously held the position of Vice President of the Company, from August 1986 to May 1992.

(2)Mr. M.D. Witzeman is an Executive Vice President, Chief Financial Officer, and Controller of the Company. Mr. Witzeman was promoted to Chief Financial Officer in January of 2024 and Executive Vice President in May 2025. He has held these positions since May 2025, January 2024, and May 2017, respectively. Prior to that he served as Assistant Vice President and Assistant Controller from July 2005.

(3) Mr. S.S. Lee is an Executive Vice President of the Company and has held this position since May 2000. Mr. Lee is also Chairman and Chief Executive Officer of Roto-Rooter Services Company, a wholly owned subsidiary of the Company, and has held this position since January 1999. Previously, he served as a Senior Vice President of Roto-Rooter Services Company from May 1997 to January 1999.

(4) Mr. J.L. Wherley is President and Chief Executive Officer of VITAS, a wholly owned subsidiary of the Company, and has held these positions since 2024 and 2025, respectively. Previously, from 2017 to 2024, he served as Executive Vice President and Chief Operating Officer of VITAS. Prior to that, he served as Senior Vice President of Hospice Operations for VITAS from 2016 to 2017.

(5) Mr. B.C. Judkins is a Vice President and the Secretary and Chief Legal Officer of the Company. He has held these positions since August 2020. Prior to that he served as Vice President and Counsel from January 2019.

Each executive officer holds office until the annual election at the next annual organizational meeting of the Board of Directors of the Company which is scheduled to be held on May 18, 2026.

Part II

The Company has historically paid cash dividends quarterly. However, future dividends are dependent upon the Company’s earnings and financial condition, compliance with certain debt covenants and other factors not presently determinable.

As of February 10, 2026, there were approximately 1,097 stockholders of record of the Company’s Capital Stock. This number only includes stockholders of record and does not include stockholders with shares beneficially held in nominee name or within clearinghouse positions of brokers, banks or other institutions.

During 2025, the number of shares of Capital Stock repurchased by the Company, the weighted average price paid for each share, the cumulative shares repurchased under each program and the dollar amounts remaining under each program were as follows:

Company Purchase of Shares of Capital Stock

Total Number · Weighted Average · Cumulative Shares · Dollar Amount
of Shares · Price Paid Per · Repurchased Under · Remaining Under
Repurchased · Share · the Program · The Program
February 2011 Program
January 1 through January 31, 2025-$-11,229,358$255,317,749
February 1 through February 28, 2025--11,229,358255,317,749
March 1 through March 31, 202550,000595.1511,279,358$225,560,486
First Quarter Total50,000$595.15
April 1 through April 30, 202517,952$568.9411,297,310$215,346,869
May 1 through May 31, 202557,048573.7611,354,358182,614,724
June 1 through June 30, 2025--11,354,358$182,614,724
Second Quarter Total75,000$572.61
July 1 through July 31, 2025-$-11,354,358$182,614,724
August 1 through August 31, 2025 (1)278,772437.6711,633,130360,605,245
September 1 through September 30, 2025128,728456.5211,761,858$301,838,766
Third Quarter Total407,500$443.62
October 1 through October 31, 202515,000$437.2111,776,858$295,280,666
November 1 through November 30, 2025270,000438.9312,046,858176,768,446
December 1 through December 31, 2025115,000430.3112,161,858$127,282,674
Fourth Quarter Total400,000$436.39
(1) In August 2025, our Board of Directors authorized an additional $300 million under the February 2011 Repurchase Program.

As of December 31, 2025, the number of stock options and performance share units outstanding under the Company’s equity compensation plans, the weighted average exercise price of outstanding options, and the number of securities remaining available for issuance were as follows:

EQUITY COMPENSATION PLAN INFORMATION

Number of securities to be issued upon exercise of outstanding warrants and rightsWeighted-average exercise price of outstanding options, warrants and rightsNumber of securities remaining available for future issuance under equity compensation plans [excluding securities reflected in column (a)]
( a )( b )( c )
Plan Category
Equity compensation plans approved by stockholders (1)1,409,255$475.471,190,275

(1) Amount includes 52,744 shares allocated to certain employees which vest upon attainment of specified earnings per share targets and specified total shareholder return targets.

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Comparative Stock Performance

The graph below compares the yearly percentage change in the Company’s cumulative total stockholder return on Capital Stock (as measured by dividing (i) the sum of (A) the cumulative amount of dividends for the period December 31, 2020, to December 31, 2025, assuming dividend reinvestment, and (B) the difference between the Company’s share price at December 31, 2020 and December 31, 2025; by (ii) the share price at December 31, 2020) with the cumulative total return, assuming reinvestment of dividends, of the (1) S&P 500 Stock Index and (2) Dow Jones Industrial Diversified Index.

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