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COMMUNITY HEALTH SYSTEMS INC — Director's Dealing 2025
Mar 4, 2025
32948_dirs_2025-03-03_5c19af24-66fb-412d-b4ca-373a07f6353e.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: 2025-03-01
Reporting Person: STOCKTON KEVIN A (N/A)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2025-03-01 | Common Stock | M | 10500 | — | Acquired | 142232 | Direct |
| 2025-03-01 | Common Stock | A | 40000 | — | Acquired | 182232 | Direct |
| 2025-03-01 | Common Stock | F | 18369 | $3.01 | Disposed | 163863 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2025-03-01 | Performance Based Restricted | $0 | M | 10500 | Disposed | Common Stock (10500) | Direct | |
| 2025-03-01 | Performance Based Restricted | $0 | D | 39500 | Disposed | Common Stock (39500) | Direct | |
| 2025-03-01 | Performance Based Restricted | $0 | A | 80000 | Acquired | Common Stock (80000) | Direct | |
| 2025-03-01 | Stock Options (Right to Buy) | $3.01 | A | 40000 | Acquired | 2035-02-28 | Common Stock (40000) | Direct |
Holdings (Derivative)
| Security | Exercise Price | Expiration | Underlying | Shares | Ownership |
|---|---|---|---|---|---|
| Performance Based Restricted | $0 | Common Stock (50000) | 50000 | Direct | |
| Performance Based Restricted | $0 | Common Stock (80000) | 80000 | Direct | |
| Stock Options (Right to Buy) | $4.99 | 2029-02-28 | Common Stock (8000) | 8000 | Direct |
| Stock Options (Right to Buy) | $4.93 | 2030-02-28 | Common Stock (15000) | 15000 | Direct |
| Stock Options (Right to Buy) | $8.81 | 2031-02-28 | Common Stock (15000) | 15000 | Direct |
| Stock Options (Right to Buy) | $10.18 | 2032-02-29 | Common Stock (25000) | 25000 | Direct |
| Stock Options (Right to Buy) | $6.15 | 2033-02-28 | Common Stock (25000) | 25000 | Direct |
| Stock Options (Right to Buy) | $2.87 | 2034-02-28 | Common Stock (40000) | 40000 | Direct |
Footnotes
F1: The vesting of these 50,000 performance-based restricted shares was based on the attainment of certain performance objectives between 1/1/2022 and 12/31/2024 (the "2022-2024 Performance Period"). Based on the actual level of achievement of such performance objectives for the 2022-2024 Performance Period, the award vested on March 1, 2025 at 21% of the target number of the performance-based restricted shares originally reported by the Reporting Person on 3/2/2022 (10,500), and the remaining 79% of the target number has been forfeited (39,500).
F2: The time-vesting restrictions on this award of restricted stock will lapse in 1/3 increments on the first, second and third anniversary of the date of grant.
F3: The vesting of these performance-based restricted shares is allocated to the attainment of the following pre-determined performance objectives between 1/1/2025 and 12/31/2027 (the "2025-2027 Performance Period"), as follows: 50% to a Cumulative Same-Store Adjusted EBITDA Growth target; and 50% to a Cumulative Same-Store Net Revenue Growth target. The target number (100%) of the total performance-based restricted shares is reported in the table set forth above. Between 0% and 200% of the portion of the target number of performance-based restricted shares allocated to each performance objective will ultimately vest on the third anniversary of the date of grant, subject to the attainment of the applicable performance objective, with the vesting percentage to be determined based upon the level of achievement with respect to the applicable performance objective during the 2025-2027 Performance Period.
F4: Vesting occurs in 1/3 increments on the first, second and third anniversary of the date of grant.
F5: The vesting of these performance-based restricted shares is subject to the attainment of certain performance objectives between 1/1/2023 and 12/31/2025 (the "2023-2025 Performance Period"). The target number (100%) of the total performance-based restricted shares is reported in the table set forth above. Between 0% and 200% of the portion of the target number of performance-based restricted shares allocated to each applicable performance objective will ultimately vest on the third anniversary of the date of grant, subject to the attainment of the applicable performance objective, with the vesting percentage to be determined based upon the level of achievement with respect to the applicable performance objective during the 2023-2025 Performance Period.
F6: The vesting of these performance-based restricted shares is subject to the attainment of certain performance objectives between 1/1/2024 and 12/31/2026 (the "2024-2026 Performance Period"). The target number (100%) of the total performance-based restricted shares is reported in the table set forth above. Between 0% and 200% of the portion of the target number of performance-based restricted shares allocated to each applicable performance objective will ultimately vest on the third anniversary of the date of grant, subject to the attainment of the applicable performance objective, with the vesting percentage to be determined based upon the level of achievement with respect to the applicable performance objective during the 2024-2026 Performance Period.