Community Health (NYSE: CYH) grants Justin Pitt new equity awards
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Community Health Systems executive Justin D. Pitt, President and Chief Legal & Administrative Officer, reported multiple equity transactions on 3/1/2026. He exercised 30,000 performance-based restricted shares, receiving 30,000 shares of common stock, and was granted 80,000 new performance-based restricted shares and 40,000 stock options. He also received a grant of 40,000 shares of restricted common stock. To cover tax obligations, 24,922 common shares were withheld at $3.46 per share. Following these transactions, Pitt directly held 287,750 shares of common stock. The new performance-based awards vest over multi‑year performance periods from 2024–2028 tied to revenue and Adjusted EBITDA growth, with potential vesting between 0% and 200% of target based on results.
Positive
- None.
Negative
- None.
Insider Trade Summary
30,000 shares exercised/converted
Mixed
15 txns
Insider
Pitt Justin D
Role
Pres,Chief Legal&Admin Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Exercise | Performance Based Restricted | 30,000 | $0.00 | -- |
| Grant/Award | Performance Based Restricted | 80,000 | $0.00 | -- |
| Grant/Award | Stock Options (Right to Buy) | 40,000 | $0.00 | -- |
| Exercise | Common Stock | 30,000 | $0.00 | -- |
| Grant/Award | Common Stock | 40,000 | $0.00 | -- |
| Tax Withholding | Common Stock | 24,922 | $3.46 | $86K |
| holding | Performance Based Restricted | -- | -- | -- |
| holding | Performanced Based Restricted | -- | -- | -- |
| holding | Stock Options (Right to Buy) | -- | -- | -- |
| holding | Stock Options (Right to Buy) | -- | -- | -- |
| holding | Stock Options (Right to Buy) | -- | -- | -- |
| holding | Stock Options (Right to Buy) | -- | -- | -- |
| holding | Stock Options (Right to Buy) | -- | -- | -- |
| holding | Stock Options (Right to Buy) | -- | -- | -- |
| holding | Stock Options (Right to Buy) | -- | -- | -- |
Holdings After Transaction:
Performance Based Restricted — 0 shares (Direct);
Stock Options (Right to Buy) — 40,000 shares (Direct);
Common Stock — 272,672 shares (Direct);
Performanced Based Restricted — 80,000 shares (Direct)
Footnotes (1)
- The vesting of these performance-based restricted shares was based on the Issuer's attainment of certain performance objectives between 1/1/2023 and 12/31/2025 (the "2023-2025 Performance Period"). Based on the actual level of achievement of such performance objectives for the 2023-2025 Performance Period, the award vested on 3/1/2026 at 100% of the target number of the performance-based restricted shares originally reported by the Reporting Person on 3/2/2023. 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. The vesting of these performance-based restricted shares is allocated to the Issuer's attainment of the following predetermined performance objectives between 1/1/2026 and 12/31/2028 (the "2026-2028 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 2026-2028 Performance Period. Vesting occurs in 1/3 increments on the first, second and third anniversary of the date of grant. The vesting of these performance-based restricted shares is subject to the Issuer's 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. The vesting of these performance-based restricted shares is subject to the Issuer's attainment of certain performance objectives between 1/1/2025 and 12/31/2027 (the "2025-2027 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 2025-2027 Performance Period.
FAQ
What insider equity activity did CYH executive Justin Pitt report?
Justin Pitt reported equity awards and related share activity on 3/1/2026. He exercised 30,000 performance-based restricted shares into common stock, received new grants of restricted stock and options, and had shares withheld to satisfy tax obligations associated with the awards.
What new stock option grant did Justin Pitt receive from Community Health Systems?
On 3/1/2026, Justin Pitt was granted 40,000 stock options described as “Stock Options (Right to Buy).” The time-vesting restrictions on related awards lapse in one‑third increments on the first, second, and third anniversaries of the grant date, subject to continued service conditions.
How were performance goals used in CYH’s 2023–2025 award to Justin Pitt?
A prior performance-based restricted share award covering 1/1/2023 to 12/31/2025 vested at 100% of target. Vesting was based on Community Health Systems achieving specified performance objectives, with the award vesting on 3/1/2026 at the target number originally reported in March 2023.
How do the 2024–2027 CYH performance periods affect Justin Pitt’s awards?
Performance-based restricted shares tied to 2024–2026 and 2025–2027 periods vest on the third anniversary of grant. Between 0% and 200% of target may vest, depending on Community Health Systems’ achievement of predetermined performance objectives during each respective performance period.