SEC Filing | Community Health Systems, Inc.

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SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

STOCKTON KEVIN A

(Last)

(First)

(Middle)

4000 MERIDIAN BLVD

(Street)

FRANKLIIN

37067

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/11/2021

3. Issuer Name and Ticker or Trading Symbol
COMMUNITY HEALTH SYSTEMS INC [ CYH ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
Regional President

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	49,984	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Performance Based Restricted	⁽¹⁾	⁽¹⁾	Common Stock	15,000	0.00	D
Performance Based Restricted	⁽²⁾	⁽²⁾	Common Stock	15,000	0.00	D
Stock Options (Right to Buy)	03/01/2020⁽³⁾	02/28/2029	Common Stock	8,000	4.99	D
Stock Options (Right to Buy)	03/01/2021⁽³⁾	02/28/2030	Common Stock	15,000	4.93	D
Stock Options (Right to Buy)	03/01/2022⁽³⁾	02/28/2031	Common Stock	15,000	8.81	D

Explanation of Responses:

1. The vesting of these performance-based restricted shares is allocated to the attainment of the following pre-determined performance objectives between 1/1/2020 and 12/31/2022 (the "2020-2022 Performance Period"), as follows: 50% to a Cumulative Consolidated 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 (3/1/2020), 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 2020-2022 Performance Period.

2. The vesting of these performance-based restricted shares is allocated to the attainment of the following pre-determined performance objectives between 1/1/2021 and 12/31/2023 (the "2021-2023 Performance Period"), as follows: 50% to a Cumulative Consolidated 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 (3/1/2021), 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.

3. Vesting occurs in 1/3 increments on the first, second and third anniversary of the date of grant.

Remarks:

	Christopher G. Cobb, Attorney in Fact for Kevin A Stockton	05/20/2021
	** 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 5 (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.

POWER OF ATTORNEY
Know all by these presents, that the undersigned
officer and/or director (herein, the Filer) of
COMMUNITY HEALTH SYSTEMS, INC., (the Company)
hereby constitutes and appoints each of
BENJAMIN C. FORDHAM, KEVIN J. HAMMONS, GREGORY L.
GRISSOM and CHRISTOPHER G. COBB, signing singly,
the Filers true and lawful attorney-in-fact to:
1. execute for and on behalf of the Filer, a
FORM ID (or any such form as may be adopted)
for the purpose of obtaining on behalf of
Filer, a CIK, CCC and other filing codes and
related items from the Securities and Exchange
Commission (the SEC) as necessary to permit
each such Filer to make filings on the SECs
Electronic Data Gathering, Analysis and
Retrieval system, and to perform all acts
necessary in order to obtain such codes and
related items as he or she shall deem
appropriate; 2. execute for and on behalf
of the Filer, in the Filers capacity as an
officer and/or director of the Company, Forms
3, 4, and 5 in accordance with Section 16(a)
of the Securities Exchange Act of 1934 and the
rules thereunder; 3. do and perform any and all
acts for and on behalf of the Filer which may
be necessary or desirable to complete and execute
any such Form 3, 4, or 5, complete and execute
any amendment or amendments thereto, and timely
file such form with the United States Securities
and Exchange Commission and any stock exchange
or similar authority; and 4. take any other
action of any type whatsoever in connection with
the foregoing which, in the opinion of such
attorney-in-fact, may be of benefit to, in the
best interest of, or legally required by the
Filer in his or her capacity as an officer
and/or director of the Company, it being
understood that the documents executed by such
attorney-in-fact on behalf of the Filer pursuant
to this Power of Attorney shall be in such form
and shall contain such terms and conditions as
such attorney-in-fact may approve in such
attorney-in-fact's discretion. The Filer hereby
grants to each such attorney-in-fact full power
and authority to do and perform any and every act
and thing whatsoever requisite, necessary, or
proper to be done in the exercise of any of the
rights and powers herein granted, as fully to all
intents and purposes as the undersigned might or
could do if personally present, with full power
of substitution or revocation, hereby ratifying
and confirming all that such attorney-in-fact,
or such attorney-in-fact's substitute or
substitutes, shall lawfully do or cause to be done
by virtue of this power of attorney and the rights
and powers herein granted.  The Filer acknowledges
that the foregoing attorneys-in-fact, in serving
in such capacity at the request of the Filer, are
not assuming, nor is the Company assuming, any of
the Filers responsibilities to comply with Section
16 of the Securities Exchange Act of 1934.
This Power of Attorney shall remain in full force
and effect until the Filer is no longer required to
file Forms 3, 4, and 5 with respect to the Filer's
holdings of and transactions in securities issued
by the Company, unless earlier revoked by the Filer
in a signed writing delivered to the foregoing
attorneys-in-fact.
IN WITNESS WHEREOF, the Filer has caused this Power
of Attorney to be executed as of this 4th day of
May 2021.
/s/ Keith A. Stockton
Keith A. Stockton