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COMMUNITY HEALTH SYSTEMS INC Director's Dealing 2013

Feb 28, 2013

32948_dirs_2013-02-28_81a26d2b-3f8f-4293-8a4c-1b3b5a9fe94b.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: COMMUNITY HEALTH SYSTEMS INC (CYH)
CIK: 0001108109
Period of Report: 2013-02-27

Reporting Person: Miller Thomas Daniel (Division President)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2013-02-27 Common Stock M 20167 $0.00 Acquired 136286 Direct
2013-02-27 Common Stock F 2821 $41.71 Disposed 133465 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2013-02-27 Performance Based Restricted $0.00 M 20167 Disposed 2022-02-15 Common Stock (20167) Direct
2013-02-27 Performance Based Restricted $0.00 A 25000 Acquired 2023-02-26 Common Stock (25000) Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Stock Options (Right to Buy) $40.41 2017-07-24 Common Stock (50000) 50000 Direct
Stock Options (Right to Buy) $32.28 2019-02-26 Common Stock (20000) 20000 Direct
Stock Options (Right to Buy) $33.90 2020-02-23 Common Stock (10000) 10000 Direct
Stock Options (Right to Buy) $37.96 2021-02-22 Common Stock (10000) 10000 Direct
Stock Options (Right to Buy) $21.07 2022-02-15 Common Stock (8000) 8000 Direct

Footnotes

F1: Financial information necessary to determine if performance criteria had been satisfied was not publicly available on February 16, 2013, the first anniversary of the date of the award. At a meeting of the Compensation Committee ("Committee") held February 26, 2013, and confirmed by the Board of Directors ("Board") on February 27, 2013, the Committee and the Board determined that the performance conditions had been satisfied. The shares will now be reported as owned shares in Table I, and restrictions on the remaining shares will lapse on the 2nd and 3rd anniversary of the original date of the award, all in accordance with the award agreement.

F2: Each performance based restricted share represents a contingent right to receive one share of CYH common stock. There are two elements to the lapsing of the restriction; first, the Company must achieve specified targeted amount of earnings per share from continuing operations, or net revenue from continuing operations, and if the performance objective is met, the vesting restrictions will lapse in 1/3 increments on the first, second and third anniversary of the date of grant. If the objectives are not met, the shares will be forfeited.