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|8-KFeb 11, 4:30 PM ET

COMMUNITY HEALTH SYSTEMS INC 8-K

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Community Health Systems Inc. Approves 2026 Executive Compensation

What Happened
Community Health Systems, Inc. (CYH) filed an 8-K on Feb. 11, 2026 disclosing that the Board approved 2026 compensation for its named executive officers following a Compensation Committee recommendation. The decisions (approved Feb. 10, 2026) set base salaries, cash incentive targets, and long-term equity awards for CEO Kevin J. Hammons, Executive VP & CFO Jason K. Johnson, and Executive VP of Operations & Development Kevin A. Stockton.

Key Details

  • Base salaries for 2026: Hammons $1,250,000; Johnson $630,000; Stockton $740,000.
  • 2026 cash incentive target opportunities (as % of base salary): Hammons 215%; Johnson 115%; Stockton 95%. Additional non-financial incentive: up to +50% (Hammons), +45% (Johnson), +30% (Stockton). Overachievement upside: up to +35% (Hammons), +65% (Johnson), +75% (Stockton).
  • Equity grants (grant date March 1, 2026): Hammons — 200,000 non‑qualified stock options, 200,000 time‑vesting restricted shares, 400,000 performance‑based restricted shares; Johnson — 90,000 options, 90,000 time‑RS, 180,000 perf‑RS; Stockton — 30,000 options, 30,000 time‑RS, 60,000 perf‑RS.
  • Vesting: options and time‑vesting RS vest ratably over three years beginning on the first anniversary of the grant. Performance RS cover Jan 1, 2026–Dec 31, 2028 and may pay out 0%–200% of target based on achievement.
  • Context: the Applicable NEOs exclude prior named executives who retired or ceased being executive officers (Tim L. Hingtgen retired 9/30/2025; Lynn T. Simon retired 12/31/2024; Chad A. Campbell ceased executive officer status 5/13/2025).

Why It Matters
These Board-approved items set the company’s 2026 executive pay mix (cash vs. equity) and performance targets, which determine near-term cash compensation and potential stock-based payouts over a three-year performance period. Investors should note the sizes of the equity grants and performance levers, as they affect executive incentives, potential future dilution, and the company’s compensation expense disclosures in upcoming filings.