STOCK TITAN

David Rice (CYH) receives restricted stock, options and performance shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

COMMUNITY HEALTH SYSTEMS INC reported that EVP-Clinical Operations & CMO David V. Rice received several equity awards as compensation. He was granted 30,000 shares of common stock that vest in one-third increments on the first, second and third anniversaries of the June 1, 2026 grant date, giving him 30,000 common shares directly following this grant.

He was also granted 30,000 stock options with a $2.75 per share exercise price, expiring on May 31, 2036, covering 30,000 underlying common shares and vesting in one-third increments on the first three anniversaries of the grant date. In addition, he received 30,000 performance-based restricted shares, with the target number tied 50% to a Cumulative Same-Store Adjusted EBITDA Growth objective and 50% to a Cumulative Same-Store Net Revenue Growth objective over the 2026–2028 Performance Period. Between 0% and 200% of the target tied to each objective may ultimately vest on March 1, 2029, depending on actual performance.

Positive

  • None.

Negative

  • None.
Insider Rice David V.
Role EVP-Clinical Operations & CMO
Type Security Shares Price Value
Grant/Award Performance Based Restricted 30,000 $0.00 --
Grant/Award Stock Options (Right to Buy) 30,000 $0.00 --
Grant/Award Common Stock 30,000 $0.00 --
Holdings After Transaction: Performance Based Restricted — 30,000 shares (Direct, null); Stock Options (Right to Buy) — 30,000 shares (Direct, null); Common Stock — 30,000 shares (Direct, null)
Footnotes (1)
  1. 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 3/1/2029, 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.
Restricted stock grant 30,000 shares Time-based restricted common stock granted June 1, 2026
Options granted 30,000 options Stock Options (Right to Buy) granted June 1, 2026
Option exercise price $2.75 per share Conversion or exercise price for 30,000 stock options
Option expiration May 31, 2036 Expiration date of stock options grant
Performance-based shares 30,000 shares Target number of performance-based restricted shares
Service-based vesting schedule 1/3 per year over 3 years Applies to restricted stock and options from grant date
Performance period 2026–2028 For performance-based restricted shares metrics
Performance vesting range 0% to 200% Portion of target performance-based shares that may vest
performance-based restricted shares financial
"The vesting of these performance-based restricted shares is allocated to the Issuer's attainment..."
Performance-based restricted shares are company stock grants that only become the recipient’s to keep if the business or individual meets specific financial or operational targets over time. For investors, they matter because they align management pay with company results—encouraging goal-focused decisions—but can also affect share count and reported earnings if many shares are earned and issued.
Cumulative Same-Store Adjusted EBITDA Growth financial
"50% to a Cumulative Same-Store Adjusted EBITDA Growth target..."
Cumulative Same-Store Net Revenue Growth financial
"50% to a Cumulative Same-Store Net Revenue Growth target."
2026-2028 Performance Period financial
"during the 2026-2028 Performance Period."
Stock Options (Right to Buy) financial
"Stock Options (Right to Buy)"
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SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Rice David V.

(Last)(First)(Middle)
4000 MERIDIAN BOULEVARD

(Street)
FRANKLIN TENNESSEE 37067

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
COMMUNITY HEALTH SYSTEMS INC [ CYH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
EVP-Clinical Operations & CMO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock06/01/2026A30,000(1)A$030,000D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Performance Based Restricted$006/01/2026A30,000 (2) (2)Common Stock30,000$030,000D
Stock Options (Right to Buy)$2.7506/01/2026A30,00006/01/2027(3)05/31/2036Common Stock30,000$030,000D
Explanation of Responses:
1. 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.
2. 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 3/1/2029, 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.
3. Vesting occurs in 1/3 increments on the first, second and third anniversary of the date of grant.
Christopher G. Cobb, Attorney in Fact for David V. Rice06/01/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What equity awards did CYH grant to David V. Rice in this Form 4?

COMMUNITY HEALTH SYSTEMS INC granted David V. Rice 30,000 restricted common shares, 30,000 stock options, and 30,000 performance-based restricted shares as compensation, all dated June 1, 2026, with multi‑year vesting tied to time and financial performance.

How do David V. Rice’s CYH restricted stock awards vest?

The time-based restricted common shares vest in one-third increments on the first, second, and third anniversaries of the June 1, 2026 grant date, gradually delivering 30,000 CYH shares to David V. Rice over three years if he continues to meet service conditions.

What are the terms of the CYH stock options granted to David V. Rice?

David V. Rice received 30,000 CYH stock options at a $2.75 exercise price per share, expiring May 31, 2036. These options relate to 30,000 underlying common shares and vest in one-third increments on each of the first three anniversaries of the grant date.

How are the CYH performance-based restricted shares for David V. Rice structured?

The 30,000 performance-based restricted shares are split 50% to Cumulative Same-Store Adjusted EBITDA Growth and 50% to Cumulative Same-Store Net Revenue Growth achieved between January 1, 2026 and December 31, 2028, with 0%–200% of each portion vesting on March 1, 2029.

What performance period governs David V. Rice’s CYH performance-based shares?

The performance-based restricted CYH shares use a defined 2026–2028 Performance Period, running from January 1, 2026 through December 31, 2028. Actual vesting on March 1, 2029 depends on results versus preset EBITDA and net revenue growth targets.

Are David V. Rice’s CYH equity awards open-market purchases or compensation grants?

The CYH Form 4 shows compensation-related grants, not open-market purchases. All three transactions use code A, indicating grant or award acquisitions with a zero transaction price per share, reflecting equity-based compensation rather than market trading activity.