defa14a

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

INFORMATION REQUIRED IN PROXY STATEMENT

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
(Amendment No. )

Filed by the Registrant x Filed by a Party other than the Registrant o

Check the appropriate box:

o		Preliminary Proxy Statement

o		Confidential, For Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

o		Definitive Proxy Statement

þ		Definitive Additional Materials

o		Soliciting Material Pursuant to § 240.14a-12

Select Medical Holdings Corporation

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if Other Than the Registrant)

Payment of Filing Fee (Check the appropriate box):

x		No fee required.

o		Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.


(1	)	Title of each class of securities to which transaction applies:


(2	)	Aggregate number of securities to which transaction applies:


(3	)	Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):


(4	)	Proposed maximum aggregate value of transaction:


(5	)	Total fee paid:

o		Fee paid previously with preliminary materials.

o		Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.


(1	)	Amount previously paid:


(2	)	Form, Schedule or Registration Statement No.:


(3	)	Filing Party:


(4	)	Date Filed:

Select Medical Holdings Corporation Important Notice Regarding the Availability of Proxy Materials for the Stockholder Meeting to Be Held on Tuesday, May 11, 2010 The Proxy Statement, Annual Report and other proxy materials are available at: http://www.proxyvoting.com/sem This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting. If you want to receive a paper or e-mail copy of these documents, you must request one. There is no charge to you for requesting a Select Medical Holdings Corporation copy. Please make your request for a copy as instructed below on or before May 4, 2010 to facilitate timely delivery. TO REQUEST PAPER COPIES OF PROXY MATERIALS: (please reference your 11-digit control number when requesting materials) By opting out to eceive prin ted materia s l , your preference for future proxy mailings wil be kept on our file. elephone: 1-888-313-0164 (outside of the U.S and Canada cal 201-680-6688) Email: shrrelations@bnymellon.com (you must reference your 11-digit control number n i your email) Internet: http://www.proxyvoting.com/sem TO VOTE YOUR SHARES SEE INSTRUCTIONS ON REVERSE SIDE This s i not a proxy card. You cannot use this notice to vote your shares. Dear Select Medic al Holdings Corporation Stockhold er: The 2010 Annual Meeting of Stockhold ers of Select Medical Holdin gs Corporation (the “Company”) will be held at the Kessler Instit ute for Rehabil itation, 1199 Pleasant Val ey Way, West Orange, NJ 07052, on Tuesday, May 11, 2010, at 2:30 p.m. EDT. Proposals to be considered at the Annual Meeting: (1) to elect three Class I dir ectors, each for a term of three years or until their respective successors have been ele cted and qualif e i d; (2) to approve the Executiv e Bonus Pla n of Select Medical Holdings Corporation; (3) to approve the Amended and Restated Select Medical Holdings Corporation 2005 Equity Incentive Plan, as amended by Amendment No. 1 thereto; (4) to ratify the appointment of Pric ewaterhouseCoopers LLC as the Company’s n i dependent registered public accounting firm for the fis cal year ending December 31, 2010; and (5) to transact any other business that may properly come before the meeting. The Board of Directors recommends a vote FOR each Board of Directors nominee, and FOR Items 2, 3 nd 4. The Board of Directors has fixed the close of business on March 19, 2010 as the record date (the “Record Date”) for the determin ation of stockholders entitled to receive notice of and to vote at the Annual Meeting or any adjournment(s) thereof. CONTROL NUMBER YOU MUST REFERENCE YOUR 11-DIGIT CONTROL NUMBER WHEN YOU REQUEST A PAPER COPY OF THE PROXY MATERIALS OR TO VOTE YOUR PROXY ELECTRONICALLY.

Stockholders of record as of the Record Date are encouraged and cordially n i vited to attend the Annual Meeting. Directions to attend the annual meeting where you may vote in person can be found on the website, http://www.kessler-rehab.com/company/lo cations/Directions.aspx. Meeting Location: second page of Rider A Kessler Instit ute for Rehabili tation 1199 Pleasant Valley Way West Orange, NJ 07052 The following Proxy Materials are available for you to review online: • the Company’s 2010 Proxy Statement (includin g all attachments thereto); • the Proxy Card; • the Company’s Annual Report for the year ended December 31, 2009 (which s i not deemed to be part of the officia l proxy soliciting materials); and • any amendments to the foregoin g materia ls that are required to be furnished to stockholders. To request a paper copy of the Proxy Materials: (you must reference your 11-digit control number o l cated on the reverse side of this form) Tele phone: 1-888-313-0164 (outside of the U.S and Canada call 201-680-6688) Email: shrrelations@bnymellon.com (you must reference your 11-digit control number in your email) Internet: http://www.proxyvoting.com/sem The Proxy Materials for Select Medical Holdings Corporation are available to review at: http://www.proxyvoting.com/sem Have this notice available when you request a PAPER copy of the Proxy Materials, when you want to view your proxy materia ls online, OR WHEN YOU WANT TO VOTE YOUR PROXY ELECTRONICALLY. HOW TO VOTE BY INTERNET We encourage you to review the proxy materia s l online before voting. Use the Internet to vote your shares. On the a l nding page of the above website in the box a l beled “To Vote Your Shares by Internet” click on “Vote Now” to access the ele ctronic proxy card and vote your shares. Have this e l tter in hand when you access the website. You will need to reference the 11-digit control number lo cated on the reverse side.