Exhibit 10.28.4
HealthSouth Corporation
PERFORMANCE SHARE UNIT AWARD
(Pursuant to the 2008 Equity Incentive Plan)
This Performance Share Unit Award (this "Award") granted in Birmingham, Alabama by HealthSouth
Corporation , a Delaware corporation (the “Corporation”), pursuant to a Summary of Grant (the "Summary")
delivered electronically with this Award to the person to whom the Award is granted ("Grantee"). The Summary,
which specifies the Grantee, the date as of which the grant is made (the “Date of Grant”) and other specific
details of the grant, and the acceptance of the Summary are incorporated herein by reference.
1. GRANT OF AWARD . Upon the terms and conditions set forth herein and in the Corporation’s 2008 Equity
Incentive Plan (the “Plan”), a copy of which has been made available to the Grantee electronically, the Corporation hereby
grants to the Grantee an award of the number of performance share units (the “Performance Share Units”) set forth in the
Summary. The Award is granted pursuant to the Plan and is subject in its entirety to all applicable provisions of the Plan as in
effect on the Date of the Grant. Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the
Plan. The Corporation and Grantee agree to be bound by all of the terms and conditions of the Plan, as amended from time to
time in accordance with its terms.
The Performance Goals applicable to the Performance Share Units and the Performance Period are set forth in
the Summary and incorporated by reference herein and made a part hereof. Depending upon the extent, if any, to which the
Performance Goals have been achieved, and subject to compliance with the requirements of Section 2 below, each Performance
Share Unit shall entitle the Grantee to receive, at such time as is determined in accordance with the provisions of Section 3
below, between 0 and 2 shares of fully paid, non-assessable shares of common stock, par value $0.01 per share, of the
Corporation (the “Restr