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 (Date of earliest event reported): January 24, 2005
Health Management Associates, Inc.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 001-11141 | 01-0963645 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| 5811 Pelican Bay Boulevard, Suite 500, Naples, Florida | 34108-2710 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (239) 598-3131
N/A
(Former Name or Former Address, if Changed Since Last Report)
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-14(c)) |
Item 8.01. Other Events.
Institutional Shareholder Services (“ISS”) requested that Health Management Associates, Inc. (the “Company”) provide ISS with additional information about tax fees that the Company reported in its proxy statement for its 2005 Annual Meeting of Stockholders. ISS further requested that the Company publish this information either in a filing on Form 8-K or in a press release. The following is the information provided by the Company to ISS:
FEES PAID TO INDEPENDENT AUDITORS
The following table sets forth fees billed by Ernst & Young LLP for services rendered to the Company for the fiscal year ended September 30, 2004:
Audit Fees | $ | 1,123,050 | |
Audit-Related Fees | 49,755 | ||
Tax Fees-Preparation and Compliance | 486,361 | ||
Total Audit, Audit Related And | |||
Tax Preparation and Compliance Fees | 1,659,166 | ||
Other Non-audit Fees: | |||
Tax Fees-Other (1) | 1,039,950 | ||
All Other Fees | — | ||
Total-Other Fees | 1,039,950 | ||
Total-All Fees | $ | 2,699,116 | |
| (1) | Tax Fees – Other includes federal, state and other tax planning and advisory services. |
SIGNATURES
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.
| Health Management Associates, Inc. | ||||
Date: January 24, 2005 | By: | /s/ Robert E. Farnham | ||
Robert E. Farnham | ||||
Senior Vice President and | ||||
Chief Financial Officer | ||||
