X0303 4 2011-05-26 0 0000885978 U S PHYSICAL THERAPY INC /NV USPH 0000938954 BROOKNER MARK J 5005 PINE STREET BELLAIRE TX 77401 1 0 0 0 Common Stock 2011-05-26 4 S 0 10000 24.90 D 33000 I Trust Common Stock 42500 D The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $24.62- $25.02, inclusive. The reporting person undertakes to provide to U.S. Physical Therapy, Inc., any of its shareholders or the staff of the Securities & Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote to this Form 4. Common stock held in trust in which Mr. Brookner is the Trustee. Includes 3,250 shares of common stock granted as restricted stock pursuant to the Company's Amended and Restated 2003 Stock Incentive Plan. Restrictions lapse as to 812 shares on June 30, 2011, 813 shares on September 30, 2011, 812 shares on December 31, 2011 and 813 on March 31, 2012. /s/ Mark J. Brookner 2011-05-26