CYH Community Health Systems

Filed: 19 Feb 20, 4:23pm





Washington, D.C. 20549







Pursuant to Section 13 or 15(d)

of The Securities Exchange Act of 1934

Date of Report (date of earliest event reported): February 19, 2020




(Exact name of registrant as specified in its charter)




Delaware 001-15925 13-3893191

(State or other jurisdiction

of incorporation)



File Number)


(I.R.S. Employer

Identification No.)

4000 Meridian Boulevard

Franklin, Tennessee 37067

(Address of principal executive offices)

Registrant’s telephone number, including area code: (615)465-7000



Check the appropriate box below if the Form8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):


Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


Soliciting material pursuant to Rule14a-12 under the Exchange Act (17 CFR240.14a-12)


Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b))


Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class





Name of each exchange on which


Common Stock, $0.01 par value CYH New York Stock Exchange

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 Rule12b-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 provided pursuant to Section 13(a) of the Exchange Act.  ☐




The information contained in this Current Report on Form8-K (including the exhibits hereto) shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing.

ITEM 2.02 Results of Operations and Financial Condition

On February 19, 2020, Community Health Systems, Inc. (the “Company”) announced operating results for the fourth quarter and year ended December 31, 2019. A copy of the press release making this announcement is attached as Exhibit 99.1 to this Current Report on Form8-K and is incorporated by reference into this Item 2.02.

ITEM 7.01 Regulation FD Disclosure

The press release referred to in Item 2.02 above also includes the Company’s 2020 annual earnings guidance. The 2020 guidance is based on the Company’s historical operating performance, current trends and other assumptions the Company believes are reasonable at this time as set forth on pages 16, 17, 18 and 19 of the press release. A copy of the press release making this announcement is attached as Exhibit 99.1 to this Current Report on Form8-K and is incorporated by reference into this Item 7.01.

ITEM 9.01 Financial Statements and Exhibits




The following exhibit is furnished herewith:




99.1  Community Health Systems, Inc. Press Release, dated February 19, 2020.




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.


Date: February 19, 2020  




By:    /s/ Wayne T. Smith


Wayne T. Smith


Chairman of the Board and Chief Executive Officer

(principal executive officer)


By:    /s/ Kevin J. Hammons


Kevin J. Hammons


Executive Vice President and Chief Financial Officer

(principal financial officer)


By:    /s/ Jason K. Johnson


Jason K. Johnson


Senior Vice President and Chief Accounting Officer

(principal accounting officer)