COMMUNITY HEALTH SYSTEMS INC·4

Mar 3, 4:43 PM ET

SMITH WAYNE T 4

4 · COMMUNITY HEALTH SYSTEMS INC · Filed Mar 3, 2026

Research Summary

AI-generated summary of this filing

Updated

Community Health Systems Director Wayne T. Smith Receives RSUs, Gifts Shares

What Happened

  • Wayne T. Smith, a director of Community Health Systems, reported two transactions: an award of 52,023 restricted stock units (derivative acquisition) on 2026-03-01 and a gift of 19,400 shares on 2026-03-02. Both transactions show $0.00 per share (awards/gifts, not open-market trades).
  • The award is a grant of RSUs (derivative) rather than a cash purchase; the gift is a voluntary transfer of shares to third parties.

Key Details

  • Transaction dates and types: 2026-03-01 — Grant/award (A): 52,023 RSUs @ $0.00; 2026-03-02 — Gift (G): 19,400 shares disposed @ $0.00.
  • Filing date: Form 4 filed 2026-03-03 (timely relative to the reported transactions).
  • Shares owned after the transactions: Not specified in the provided filing excerpt.
  • Footnotes of note:
    • F1: The 19,400 gifted shares went to individuals who do not share the reporting person’s household.
    • F2: The 52,023 RSUs vest in one-third increments on the first, second and third anniversaries of the grant and will be settled one-for-one in common stock upon the director’s cessation or at dates previously specified by the director.
    • F3: Some units were accrued under the Directors' Fees Deferral Plan and are settled one-for-one in common stock on the last business day of the calendar quarter after the director’s cessation (or on dates previously specified).
  • No cash value or open-market sale/purchase reported — these are compensation/deferral awards and a gift.

Context

  • Awards of RSUs are compensation and are not the same as a market buy; they typically convert to shares over time or upon a triggering event (vesting or cessation).
  • Gifts are disposals but do not necessarily signal a view on the company’s shares since no sale occurred.
  • This filing involves director compensation and personal gifting, not an executive cash purchase or sale.

Insider Transaction Report

Form 4
Period: 2026-03-01
Transactions
  • Gift

    Common Stock

    [F1]
    2026-03-0219,4005,217,579 total
  • Award

    Restricted Stock Units

    [F2]
    2026-03-01+52,023339,233 total
    Exercise: $0.00Common Stock (52,023 underlying)
Holdings
  • Common Stock

    (indirect: By Trust)
    1,606,842
  • Common Stock

    (indirect: By LLC)
    481,721
  • Stock Options (Right to Buy)

    Exercise: $4.99From: 2020-03-01Exp: 2029-02-28Common Stock (78,750 underlying)
    78,750
  • Stock Options (Right to Buy)

    Exercise: $4.93From: 2021-03-01Exp: 2030-02-28Common Stock (112,500 underlying)
    112,500
  • Stock Options (Right to Buy)

    Exercise: $8.81From: 2022-03-01Exp: 2031-02-28Common Stock (90,000 underlying)
    90,000
  • Stock Options (Right to Buy)

    Exercise: $10.18From: 2023-03-01Exp: 2032-02-29Common Stock (90,000 underlying)
    90,000
  • Stock Units (SU)

    [F3]
    Exercise: $0.00Common Stock (35,609.301 underlying)
    35,609.301
Footnotes (3)
  • [F1]These shares were gifted to individuals who do not share the Reporting Person's household.
  • [F2]These 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 elections pursuant to the terms of the award agreement, these restricted stock units will be settled in shares of the Issuer's common stock on a one-for-one basis upon the Reporting Person's cessation as a director or upon a date or dates previously specified by the Reporting Person.
  • [F3]These stock units were accrued under the Issuer's Directors' Fees Deferral Plan in lieu of a portion of the Reporting Person's director cash compensation and are settled in shares of the Issuer's common stock on a one-for-one basis on the last business day of the calendar quarter following Reporting Person's cessation as a director or upon a date or dates previously specified by the Reporting Person.
Signature
Christopher G. Cobb, Attorney in Fact for Wayne T. Smith|2026-03-03

Documents

2 files