Wayne T. Smith - Oct 31, 2023 Form 4 Insider Report for COMMUNITY HEALTH SYSTEMS INC (CYH)

Role
Director
Signature
Christopher G. Cobb, Attorney in Fact for Wayne T. Smith
Stock symbol
CYH
Transactions as of
Oct 31, 2023
Transactions value $
$2,110,000
Form type
4
Date filed
11/1/2023, 04:17 PM
Previous filing
Oct 2, 2023
Next filing
Jan 2, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CYH Common Stock Purchase $2.11M +1M +24.34% $2.11 5.11M Oct 31, 2023 Direct F1
holding CYH Common Stock 1.61M Oct 31, 2023 by The Modified 2009 WTS Irrev Trust Dated 12/16/22
holding CYH Common Stock 482K Oct 31, 2023 WAC LLC

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding CYH Stock Units (SU) 25.2K Oct 31, 2023 Common Stock 25.2K $0.00 Direct F2
holding CYH Performance Based Restricted 180K Oct 31, 2023 Common Stock 180K $0.00 Direct F3
holding CYH Performance Based Restricted 180K Oct 31, 2023 Common Stock 180K $0.00 Direct F4
holding CYH Restricted Stock Units 29.3K Oct 31, 2023 Common Stock 29.3K $0.00 Direct F5
holding CYH Restricted Stock Units 43.1K Oct 31, 2023 Common Stock 43.1K $0.00 Direct F6
holding CYH Stock Options (Right to Buy) 78.8K Oct 31, 2023 Common Stock 78.8K $4.99 Direct
holding CYH Stock Options (Right to Buy) 113K Oct 31, 2023 Common Stock 113K $4.93 Direct
holding CYH Stock Options (Right to Buy) 90K Oct 31, 2023 Common Stock 90K $8.81 Direct F7
holding CYH Stock Options (Right to Buy) 90K Oct 31, 2023 Common Stock 90K $10.18 Direct F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The price reported in Column 4 is a weighted average price of $2.11 per share. These shares were purchased in multiple transactions on 10/31/2023 at prices ranging from $2.03 to $2.14, inclusive. The Reporting Person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range set forth in this footnote.
F2 The Stock Units were accrued under the Company's Directors' Fees Deferral Plan in lieu of a portion of the Reporting Person's Director Fees and are settled 100% in the Company's common stock on the last business day of the calendar quarter following cessation as a director or upon a date specified by the Reporting Person.
F3 The vesting of these performance-based restricted shares is subject to the attainment of certain performance objectives between 1/1/2021 and 12/31/2023 (the "2021-2023 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 2021-2023 Performance Period.
F4 The vesting of these performance-based restricted shares is subject to the attainment of certain performance objectives between 1/1/2022 and 12/31/2024 (the "2022-2024 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 2022-2024 Performance Period.
F5 The restricted stock units vest in 1/3 increments on the first, second and third anniversary of the date of grant. Based on the Reporting Person's prior deferral election pursuant to the terms of the award agreement, the Reporting Person will be issued that number of shares of common stock of the Company upon the Reporting Person's cessation as a director or upon a date specified by the Reporting Person.
F6 The restricted stock units, which were granted as payment of the Reporting Person's additional annual stipend for serving as the Chair of the Board, vest in 1/3 increments on the first, second and third anniversary of the date of grant. Based on the Reporting Person's prior deferral election pursuant to the terms of the award agreement, the Reporting Person will be issued that number of shares of common stock of the Company upon the Reporting Person's cessation as a director or upon a date specified by the Reporting Person.
F7 Vesting occurs in 1/3 increments on the first, second and third anniversary of the date of grant.