CYH
Community Health Systems INC
NYSE
Form 4: Community Health Systems EVP Kevin Stockton Reports Stock Transactions
Sentiment:
SEC Form 4
3 March 2025 6:04 PM
Kevin Stockton, EVP of Operations & Development at Community Health Systems, reports the vesting and forfeiture of performance-based restricted shares, acquisition of restricted stock, and stock option grants.
Worse than expected
The forfeiture of a significant portion of performance-based restricted shares suggests that the company underperformed relative to its targets during the 2022-2024 performance period.
Summary
- Kevin Stockton, an EVP at Community Health Systems Inc, filed a Form 4 detailing changes in beneficial ownership.
- On March 1, 2025, 10,500 performance-based restricted shares vested based on the 2022-2024 performance period, while 39,500 shares were forfeited.
- Stockton also acquired 40,000 shares of restricted stock that vest in increments over three years.
- Additionally, Stockton acquired 40,000 stock options with an exercise price of $3.01, expiring on February 28, 2035.
- 18,369 shares were disposed of at $3.01.
- He now directly owns 163,863 shares of common stock.
Sentiment
Score: 5
Explanation: The sentiment is neutral. While there are positive aspects like the granting of new stock options and restricted stock, the forfeiture of a portion of performance-based shares indicates some underperformance. The transactions are routine and expected.
Positives
- The acquisition of 40,000 restricted stock shares indicates a belief in the company's future performance.
- The grant of 40,000 stock options incentivizes the executive to improve company performance to increase the value of these options.
Negatives
- The forfeiture of 39,500 performance-based restricted shares suggests that the company did not meet certain performance objectives during the 2022-2024 period.
- The vesting of only 21% of the target number of performance-based restricted shares indicates underperformance against the original targets.
Risks
- Failure to meet future performance objectives could result in the forfeiture of additional performance-based restricted shares.
- Fluctuations in the company's stock price could impact the value of the executive's stock options and restricted stock.
Future Outlook
The vesting of future performance-based restricted shares is contingent upon the company's performance against pre-determined objectives related to EBITDA and revenue growth between 2025 and 2027, 2023 and 2025, and 2024 and 2026.
Industry Context
Form 4 filings are a routine part of executive compensation and provide transparency into insider transactions. The vesting and granting of stock options and restricted stock are common practices to align executive interests with shareholder value.
Comparison to Industry Standards
- Stock-based compensation is a common practice in the healthcare industry, used by companies like HCA Healthcare and Tenet Healthcare to incentivize executives.
- Performance-based vesting criteria, such as EBITDA and revenue growth targets, are also standard in the industry to align executive compensation with company performance.
- The specific vesting percentages and performance targets would need to be compared to those of peer companies to assess whether they are above or below industry averages.
Stakeholder Impact
- Shareholders may be concerned about the underperformance that led to the forfeiture of performance-based restricted shares.
- Employees may be affected by the company's performance, as it impacts the value of their stock options and restricted stock.
Next Steps
- Monitor the company's performance against the EBITDA and revenue growth targets for the 2025-2027, 2023-2025, and 2024-2026 performance periods to assess the likelihood of future vesting of performance-based restricted shares.
- Track future Form 4 filings to monitor changes in insider ownership and potential insider sentiment.
Key Dates
- 03/01/2020: Date exercisable for stock options with a price of $4.99, expiring 02/28/2029
- 03/01/2021: Date exercisable for stock options with a price of $4.93, expiring 02/28/2030
- 03/02/2022: Date performance-based restricted shares were originally reported.
- 03/01/2022: Date exercisable for stock options with a price of $8.81, expiring 02/28/2031
- 03/01/2023: Date exercisable for stock options with a price of $10.18, expiring 02/29/2032
- 03/01/2024: Date exercisable for stock options with a price of $6.15, expiring 02/28/2033
- 02/28/2034: Expiration date for stock options with a price of $2.87
- 03/01/2025: Date of transaction, vesting of performance-based restricted shares, acquisition of restricted stock, and stock option grants.
- 03/03/2025: Date of Form 4 filing.
- 02/28/2035: Expiration date for stock options with a price of $3.01
Keywords
CYH
Community Health Systems INC
NYSE
Sector: TBD
Filings with Classifications
Better than expected
1 July 2025 4:30 PM
Asset Divestiture Announcement
- The transaction generated $436 million in cash proceeds for Community Health Systems.
- An estimated pre-tax gain of $143 million ($93 million after tax) was realized from the sale.
- The final cash consideration of $436 million was higher than the amended base purchase price of $430 million, indicating positive adjustments.
Better than expected
24 April 2025 4:30 PM
Quarterly Report
- The company's net income improved significantly from a net loss in the same period last year.
Capital raise
24 April 2025 4:30 PM
Quarterly Report
- CHS entered into a privately negotiated agreement with a multi-asset investment manager to issue and sell $700 million aggregate principal amount of 10% Senior Secured Notes due 2033.
- The company expects to use the net proceeds from issuance of the 10% Senior Secured Notes due 2033, together with cash on hand, to redeem the 8% Senior Secured Notes due 2027 and to pay related fees and expenses.
Better than expected
23 April 2025 4:30 PM
Earnings Release
- The net loss attributable to Community Health Systems, Inc. stockholders improved from $(41) million to $(13) million year-over-year.
Worse than expected
3 April 2025 8:30 PM
Proxy Statement
- The net loss attributable to Community Health Systems, Inc. stockholders increased from $(133) million in 2023 to $(516) million in 2024.
Worse than expected
3 March 2025 6:06 PM
SEC Form 4 Filing
- The forfeiture of a significant portion (83.2%) of the performance-based restricted shares indicates that the company's performance during the 2022-2024 period was worse than expected, failing to meet the pre-determined performance objectives.
Worse than expected
3 March 2025 6:04 PM
SEC Form 4
- The forfeiture of a significant portion of performance-based restricted shares suggests that the company underperformed relative to its targets during the 2022-2024 performance period.
Worse than expected
3 March 2025 6:02 PM
SEC Form 4 Filing
- The forfeiture of 11,850 performance-based restricted shares suggests that the company's performance did not fully meet the established objectives for the 2022-2024 performance period.
Worse than expected
19 February 2025 4:31 PM
Annual Results
- The company reported a net loss attributable to Community Health Systems, Inc. stockholders of $516 million in 2024, compared to a net loss of $133 million in 2023.
Worse than expected
18 February 2025 4:30 PM
Quarterly Earnings Release
- The company reported a net loss attributable to Community Health Systems, Inc. stockholders for Q4 2024, compared to net income in the same period of 2023.
- The company reported a larger net loss attributable to Community Health Systems, Inc. stockholders for the year ended December 31, 2024, compared to the same period in 2023.
Worse than expected
26 November 2024 4:30 PM
Material Definitive Agreement Termination
- The termination of the sale agreement is worse than expected as it removes a planned divestiture and introduces uncertainty about the future of the assets.
Delay expected
22 November 2024 4:30 PM
Asset Sale Agreement
- The Punta Gorda hospital has indefinitely suspended inpatient operations due to hurricane damage, which may cause delays in the transaction.
Worse than expected
24 October 2024 4:34 PM
Quarterly Report
- The company's net loss of $391 million in Q3 2024 is significantly worse than the $91 million loss in Q3 2023.
- The company's impairment charges and professional liability accrual adjustments are significantly higher than expected.
- The company's consolidated inpatient admissions decreased by 4.1%, indicating a decline in overall patient volume.
Worse than expected
23 October 2024 4:30 PM
Quarterly Report
- The company's net loss attributable to stockholders was significantly worse than the same period last year, increasing from $(91) million to $(391) million.
- The adjusted EBITDA decreased from $360 million to $347 million in the third quarter of 2024 compared to the same period in 2023.
- The net loss per share increased from $(0.69) to $(2.95) in the third quarter of 2024 compared to the same period in 2023.
Better than expected
25 July 2024 4:30 PM
Quarterly Report
- The company's net income improved compared to the same periods in the prior year, moving from a loss to a profit.
- The company's same-store revenue growth indicates better performance in its core operations.
- The company's debt restructuring efforts, including the gain from early extinguishment of debt, positively impacted the financial results.
Delay expected
25 July 2024 4:30 PM
Quarterly Report
- The company's construction of a replacement facility in Knox, Indiana, is required to be completed by September 30, 2026, if a new lease with Starke County is not entered into.
Capital raise
25 July 2024 4:30 PM
Quarterly Report
- The company completed an offering of an additional $1.225 billion aggregate principal amount of its outstanding 10.875% Senior Secured Notes due 2032.
- Proceeds from the offering of the Tack-On Notes were used to redeem all $1.116 billion of the outstanding 8.000% Senior Secured Notes due 2026, to fund senior note repurchases, pay related fees and expenses and for general corporate purposes.
Better than expected
24 July 2024 4:30 PM
Quarterly Report
- The company's net loss improved significantly compared to the same period last year.
- Adjusted EBITDA increased, indicating improved operational performance.
- Same-store revenues and admissions showed positive growth.
Delay expected
21 June 2024 6:01 PM
Material Definitive Agreement Termination
- The sale of the two hospitals was delayed due to the FTC's legal challenge and subsequent injunction.
Worse than expected
21 June 2024 6:01 PM
Material Definitive Agreement Termination
- The termination of the sale is worse than expected as it disrupts CHS's strategic plans and may require a reassessment of their financial and operational strategies for the two hospitals.
Capital raise
21 May 2024 9:19 PM
Debt Offering Announcement
- The company is raising $1.225 billion through a tack-on offering of senior secured notes.
- The proceeds will be used to redeem existing debt and for general corporate purposes.
Capital raise
21 May 2024 8:28 AM
Debt Offering Announcement
- The company is raising $1.125 billion through a tack-on offering of senior secured notes.
- The proceeds will be used to redeem existing debt and for general corporate purposes.
Delay expected
25 April 2024 4:32 PM
Quarterly Report
- The sale of Lake Norman Regional Medical Center and Davis Regional Medical Center to Novant Health, Inc. is delayed due to a complaint filed by the Federal Trade Commission.
Better than expected
25 April 2024 4:32 PM
Quarterly Report
- The company's net loss improved from $20 million to $6 million year-over-year, indicating better than expected financial performance.
Better than expected
24 April 2024 4:30 PM
Quarterly Report
- The company's net loss per share improved from $(0.40) to $(0.32) year-over-year.
- Adjusted EBITDA increased from $335 million to $378 million year-over-year.
- Net cash provided by operating activities increased from $5 million to $96 million year-over-year.
Delay expected
18 April 2024 4:30 PM
Asset Sale Agreement
- The agreement can be terminated if the transaction is not completed by August 31, 2024, indicating a potential for delay.
Worse than expected
28 March 2024 4:31 PM
Proxy Statement
- The company experienced a net loss attributable to stockholders of $(133) million in 2023, compared to a net income of $46 million in the prior year.
- Adjusted EBITDA decreased by 0.9% to $1.454 billion in 2023.
- Cash Flows from Operations decreased by 30.0% to $210 million.
- The stock price decreased by 27.5% as of December 31, 2023.
Worse than expected
20 February 2024 4:30 PM
Quarterly Report
- The company's net income and adjusted EBITDA decreased compared to the same periods in the previous year.
- The company reported a net loss for the full year 2023, compared to a net income in 2022.
- The company is projecting a net loss per share for 2024.
Disclaimer: This summary was generated by artificial intelligence and its accuracy is not guaranteed. The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.