SEC Form 4 · accession 0001209191-16-103503

TENET HEALTHCARE CORP · THC

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Keith B Pitts

Officer — Vice Chairman

Period of report

Feb 25, 2016

Accepted (ET)

Feb 29, 2016 · 5:47 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000070318

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I
Common Stock^F1,F2	Feb 25, 2016	M	12,784	—	A	82,583	D
Common Stock^F3	Feb 25, 2016	D	3,488	$24.81	D	79,095	D
Common Stock^F4,F2	Feb 25, 2016	M	21,056	—	A	100,151	D
Common Stock^F3	Feb 25, 2016	D	5,759	$24.81	D	94,392	D
Common Stock^F5,F2	Feb 26, 2016	M	11,276	—	A	105,668	D
Common Stock^F3	Feb 26, 2016	D	4,016	$25.68	D	101,652	D
Common Stock^F6,F2	Feb 26, 2016	M	22,552	—	A	124,204	D
Common Stock^F3	Feb 26, 2016	D	9,461	$25.68	D	114,743	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
2015 February Restricted Stock Units^F1,F7	—	Feb 25, 2016	M	12,784	D	—	—	Common Stock	12,784	25,568	D
2015 February Performance-Based Restricted Stock Units^F4,F7	—	Feb 25, 2016	M	21,056	D	—	—	Common Stock	21,056	42,110	D
2014 February Restricted Stock Units^F5,F7	—	Feb 26, 2016	M	11,276	D	—	—	Common Stock	11,276	11,277	D
2014 February Performance-Based Restricted Stock Units^F6,F7	—	Feb 26, 2016	M	22,552	D	—	—	Common Stock	22,552	22,554	D

Explanation of responses

F1As previously reported, on February 25, 2015, the reporting person received a grant of 38,352 time-based restricted stock units that vest in one-third increments on each of the first, second and third anniversaries of the date of grant. The first anniversary occurred on February 25, 2016, resulting in the vesting and settlement of 12,784 shares of common stock, as shown in Table I. The remaining 25,568 restricted stock units are shown in Table II, of which 12,784 are scheduled to vest on each of February 25, 2017 and February 25, 2018.
F2Restricted stock units convert into common stock on a one-for-one basis.
F3Shares withheld for payment of taxes upon vesting of restricted stock units in accordance with Rule 16b-3.
F4As previously reported, on February 25, 2015, the reporting person received a target grant of 38,352 performance-based restricted stock units that were subject to the Company's attainment of a specified one-year performance metric for the year then-ending December 31, 2015. The actual number of stock units that could vest ranged from 0% to 200% of the target unit amount. The performance metric was exceeded and 164.7% of the target grant was awarded; therefore, these restricted stock units vest in one-third increments on each of the first, second and third anniversaries of the date of grant. The first anniversary occurred on February 25, 2016, resulting in the vesting and settlement of 21,056 shares of common stock, as shown in Table I. The remaining 42,110 performance restricted stock units are shown in Table II, of which 21,056 are scheduled to vest on February 25, 2017 and 21,054 are scheduled to vest on February 25, 2018.
F5As previously reported, on February 26, 2014, the reporting person received a grant of 33,829 time-based restricted stock units that vest in one-third increments on each of the first, second and third anniversaries of the date of grant. The first anniversary occurred on February 26, 2015, resulting in the vesting and settlement of 11,276 shares of common stock. The second anniversary occurred on February 26, 2016, resulting in the vesting and settlement of 11,276 shares of common stock, as shown in Table I. The remaining 11,277 restricted stock units are shown in Table II, which are scheduled to vest on February 26, 2017.
F6As previously reported, on February 26, 2014, the reporting person received a target grant of 33,829 performance-based restricted stock units that were subject to the Company's attainment of a specified one-year performance metric for the year then-ending December 31, 2014. The actual number of stock units that could vest ranged from 0% to 200% of the target unit amount. The performance metric was exceeded and 200% of the target grant was awarded; therefore, these restricted stock units vest in one-third increments on each of the first, second and third anniversaries of the date of grant. The first anniversary occurred on February 26, 2015 resulting in the vesting and settlement of 22,552 shares of common stock. The second anniversary occurred on February 26, 2016 resulting in the vesting and settlement of 22,552 shares of common stock, as shown in Table I. The remaining 22,554 performance restricted stock units are shown in Table II, which are scheduled to vest on February 26, 2017.
F7Both time-based restricted stock units and performance-based restricted stock units are settled in shares of the Company's common stock upon vesting.