UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report: February 26, 2020
(Date of earliest event reported)
TENET HEALTHCARE CORPORATION
(Exact name of Registrant as specified in its charter)
Nevada | 1-7293 | 95-2557091 | ||
(State of Incorporation) | (Commission File Number) | (IRS Employer Identification Number) |
14201 Dallas Parkway
Dallas, TX 75254
(Address of principal executive offices, including zip code)
(469) 893-2200
(Registrant’s telephone number, including area code)
Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
Common stock, $0.05 par value | THC | NYSE | ||
6.875% Senior Notes due 2031 | THC31 | NYSE |
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 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
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 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 February 26, 2020, Tenet Healthcare Corporation (the “Company”) and Ronald A. Rittenmeyer entered into an Amendment (the “Amendment”) to the Employment Agreement dated as of March 24, 2018, as amended on February 27, 2019 (as amended, the “Employment Agreement”). The Amendment extends the term of the Employment Agreement from June 30, 2021 through December 31, 2022 (the “Term”), subject to earlier termination in accordance with the terms of the Employment Agreement and, effective as of February 27, 2020, increased Mr. Rittenmeyer’s base salary from $1,200,000 per year to $1,500,000 per year. Pursuant to the Amendment, on February 26, 2020, Mr. Rittenmeyer received an award of restricted stock units with a grant date fair value equal to $10,000,000, which will vest in equal quarterly installments beginning on June 30, 2020 and continuing through December 31, 2022.
This summary is qualified in its entirety by reference to the full text of the Amendment, which is attached hereto as Exhibit 10.1 and incorporated by reference herein.
Item 9.01. | Financial Statements and Exhibits. |
(d) | Exhibits |
Exhibit | Description | |||
10.1 | Amendment No. 2 to Employment Agreement, dated February 26, 2020 | |||
104 | Cover Page Interactive Data File (embedded within the inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
TENET HEALTHCARE CORPORATION | ||
By: | /s/ Anthony Shoemaker | |
Anthony Shoemaker | ||
Vice President, Assistant General Counsel and Corporate Secretary |
Date: February 28, 2020