UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (date of earliest event reported): December 12, 2018 (December 11, 2018)

COMMUNITY HEALTH SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

4000 Meridian Boulevard

Franklin, Tennessee 37067

(Address of principal executive offices)

Registrant’s telephone number, including area code: (615) 465-7000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02.     Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On December 11, 2018, Elizabeth T. Hirsch was elected as a director to the board of directors of Community Health Systems, Inc. (the “Company”) and accepted this appointment. Her term will expire at the 2019 Annual Meeting of Stockholders. Prior to such appointment, the Company’s board of directors increased the number of directors of the Company from ten to eleven.

Ms. Hirsch will receive compensation as a non-employee director in accordance with the Company’s non-employee director compensation program described in the Company’s proxy statement filed with the U.S. Securities and Exchange Commission on April 5, 2018. There is no arrangement or understanding pursuant to which Ms. Hirsch was selected as a director, and the Company has no related party transactions with Ms. Hirsch or any of her related persons that would require disclosure under Item 404(a) of Regulation S-K.

On December 12, 2018, the Company issued a press release announcing the appointment of Ms. Hirsch. A copy of the press release is filed as Exhibit 99.1 to the Current Report on Form 8-K.

Item 9.01.     Financial Statements and Exhibits.

(d)    Exhibits

The following exhibits are filed herewith:

99.1     Community Health Systems, Inc. Press Release, dated December 12, 2018.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Exhibit 99.1

COMMUNITY HEALTH SYSTEMS, INC. ANNOUNCES APPOINTMENT OF NEW DIRECTOR

FRANKLIN, Tenn. (December 12, 2018) – Community Health Systems, Inc. (NYSE: CYH) today announced the appointment of Elizabeth T. Hirsch to its Board of Directors for a term expiring at the 2019 Annual Meeting of Stockholders.

Hirsch, age 65, served as vice president and controller of Praxair, Inc., a supplier of industrial gases and coatings and related healthcare services and technologies, from 2010 until her retirement in August 2016. In that role, she was responsible for Praxair’s global financial statement consolidation and Securities and Exchange Commission reporting. Prior to becoming controller, Hirsch served as a director and then vice president of investor relations for Praxair from 2002 until 2010. In that role she was recognized as the Best Investor Relations Professional in the Chemicals Sector by both buy-side and sell-side analysts in a 2011 Institutional Investor Survey. Hirsch joined Praxair in 1995 as director of corporate finance and later served as assistant treasurer. Prior to joining Praxair, she had fifteen years of experience in corporate banking, primarily at Manufacturers Hanover Trust Company. Hirsch also serves on the board of directors of the Women’s Business Development Council of Connecticut and on the New York advisory board of Devereux Advanced Behavioral Health. She holds a master’s degree in finance from New York University.

“Elizabeth Hirsch brings valuable insight in the areas of accounting and finance to the CHS board,” said Wayne T. Smith, chairman and chief executive officer of Community Health Systems, Inc. “Her educational background and years of experience as a senior accounting and finance executive in a large publicly traded corporation will provide beneficial perspective and strengthen an already outstanding group of directors.”

As of December 11, 2018, the Company’s board members are: John A. Clerico, Michael Dinkins, James S. Ely III, John A. Fry, Tim L. Hingtgen, Elizabeth T. Hirsch, W. Norris Jennings, M.D., K. Ranga Krishnan, MBBS, Julia B. North (Lead Director), Wayne T. Smith, and H. James Williams, PhD.

About Community Health Systems, Inc.

Community Health Systems, Inc. is one of the largest publicly traded hospital companies in the United States and a leading operator of general acute care hospitals in communities across the country. The Company, through its subsidiaries, owns, leases or operates 115 affiliated hospitals in 20 states with an aggregate of approximately 19,000 licensed beds. The Company’s headquarters are located in Franklin, Tennessee, a suburb south of Nashville. Shares in Community Health Systems, Inc. are traded on the New York Stock Exchange under the symbol “CYH.” More information about the Company can be found on its website at www.chs.net.

Forward-Looking Statements

Statements contained in this news release regarding potential transactions, operating results, and other events are forward-looking statements that involve risk and uncertainties. Actual future events or results may differ materially from these statements. Readers are referred to the documents filed by Community Health Systems, Inc. with the Securities and Exchange Commission, including the Company’s annual report on Form 10-K, current reports on Form 8-K and quarterly reports on Form 10-Q. These filings identify important risk factors and other uncertainties that could cause actual results to differ from those contained in the forward-looking statements. The Company undertakes no obligation to revise or update any forward-looking statements, or to make any other forward-looking statements, whether as a result of new information, future events or otherwise.

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