STOCK TITAN

CYH (CYH) EVP granted shares and options, with some stock withheld for taxes

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

Rhea-AI Filing Summary

Community Health Systems EVP Kevin A. Stockton reported multiple equity compensation moves in common stock and derivatives on March 1, 2026. He exercised 50,000 performance-based restricted shares and received new grants of 60,000 performance-based restricted shares and 30,000 stock options, all at a stated price of $0.00 per share. He also acquired 50,000 common shares through a derivative exercise and 30,000 additional restricted common shares, then had 35,573 common shares withheld at $3.46 per share to cover tax obligations. Following these transactions, he directly held 208,290 common shares. Footnotes explain that vesting of the performance-based awards depends on the company’s achievement of specified EBITDA and net revenue growth goals over performance periods running from 2024–2026, 2025–2027, and 2026–2028, with actual vesting ranging from 0% to 200% of target based on results.

Positive

  • None.

Negative

  • None.
SEC Form 4
FORM 4 UNITED 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*
STOCKTON KEVIN A

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

(Street)
FRANKLIN TN 37067

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
COMMUNITY HEALTH SYSTEMS INC [ CYH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP, Operations & Development
3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
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)
Code V Amount (A) or (D) Price
Common Stock 03/01/2026 M 50,000(1) A $0 213,863 D
Common Stock 03/01/2026 A 30,000(2) A $0 243,863 D
Common Stock 03/01/2026 F 35,573 D $3.46 208,290 D
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Performance Based Restricted $0 03/01/2026 M 50,000 (1) (1) Common Stock 50,000 $0 0 D
Performance Based Restricted $0 03/01/2026 A 60,000 (3) (3) Common Stock 60,000 $0 60,000 D
Stock Options (Right to Buy) $3.46 03/01/2026 A 30,000 03/01/2027(4) 02/29/2036 Common Stock 30,000 $0 30,000 D
Performance Based Restricted $0 (5) (5) Common Stock 80,000 80,000 D
Performance Based Restricted $0 (6) (6) Common Stock 80,000 80,000 D
Stock Options (Right to Buy) $4.99 03/01/2020 02/28/2029 Common Stock 8,000 8,000 D
Stock Options (Right to Buy) $4.93 03/01/2021 02/28/2030 Common Stock 15,000 15,000 D
Stock Options (Right to Buy) $8.81 03/01/2022 02/28/2031 Common Stock 15,000 15,000 D
Stock Options (Right to Buy) $10.18 03/01/2023 02/29/2032 Common Stock 25,000 25,000 D
Stock Options (Right to Buy) $6.15 03/01/2024 02/28/2033 Common Stock 25,000 25,000 D
Stock Options (Right to Buy) $2.87 03/01/2025(4) 02/28/2034 Common Stock 40,000 40,000 D
Stock Options (Right to Buy) $3.01 03/01/2026(4) 02/28/2035 Common Stock 40,000 40,000 D
Explanation of Responses:
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.
2. 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.
3. 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.
4. Vesting occurs in 1/3 increments on the first, second and third anniversary of the date of grant.
5. 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.
6. 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.
Christopher G. Cobb, Attorney in Fact for Kevin A. Stockton 03/03/2026
** Signature of Reporting Person Date
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.

FAQ

What insider transactions did CYH EVP Kevin Stockton report on March 1, 2026?

Kevin Stockton reported equity compensation activity including option exercises, new grants, and tax withholding. He exercised 50,000 performance-based restricted shares, received 60,000 new performance-based restricted shares and 30,000 stock options, and had 35,573 common shares withheld for taxes.

How many Community Health Systems (CYH) shares does Kevin Stockton hold after these Form 4 transactions?

After the reported transactions, Kevin Stockton directly holds 208,290 shares of Community Health Systems common stock. This figure reflects option exercises, stock grants, and the share withholding used to satisfy tax obligations tied to his equity compensation on March 1, 2026.

How many new performance-based restricted CYH shares were granted to Kevin Stockton?

Kevin Stockton was granted 60,000 new performance-based restricted shares. These awards vest based on Community Health Systems’ achievement of predetermined performance objectives, including cumulative same-store adjusted EBITDA growth and net revenue growth over the 2026–2028 performance period and other defined performance windows.

What stock option grants did Kevin Stockton receive from Community Health Systems (CYH)?

Kevin Stockton received grants of 30,000 stock options described as a right to buy Community Health Systems common stock. These options were awarded at a stated price of $0.00 in the filing, and vesting occurs in one-third increments on the first, second, and third anniversaries of the grant date.

Why were 35,573 CYH shares disposed of in Kevin Stockton’s Form 4 filing?

The 35,573 Community Health Systems shares were disposed of to satisfy tax obligations, not as an open-market sale. They were withheld at $3.46 per share in connection with his equity awards, classified as a tax-withholding disposition rather than a discretionary stock sale.

How are Kevin Stockton’s performance-based restricted CYH shares structured to vest?

Vesting for these performance-based restricted shares depends on meeting defined performance goals over set periods. Targets include cumulative same-store adjusted EBITDA growth and net revenue growth, with 0% to 200% of target shares vesting on the third anniversary based on performance during each specified period.
Community Health Sys Inc

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478.26M
126.54M
Medical Care Facilities
Services-general Medical & Surgical Hospitals, Nec
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United States
FRANKLIN