X0306 4 2017-11-08 0 0000885978 U S PHYSICAL THERAPY INC /NV USPH 0001263096 MCAFEE LAWRANCE W 1300 W. SAM HOUSTON PKWY S. SUITE 300 HOUSTON TX 77042 1 1 0 0 Chief Financial Officer Common Stock 2017-11-08 4 S 0 5200 66.37 D 28387 D The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $66.00- $66.58, both 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. Includes the 20,230 shares of restricted stock granted under the Company's equity plans. Restrictions lapse as to 3,415 shares on January 1, 2018; 2,470 on each of April 1, 2018, July 1, 2018, October 1, 2018 and January 1, 2019; 1,220 on each of April 1, 2019, July 1, 2019, October 1, 2019 and January 1, 2020; and 510 on each of April 1, July 1 and October 1, 2020; and 525 on January 1, 2021. /s/ Lawrance W McAfee 2017-11-09