Business Context and Reporting Period
This Form 8-K filing by Community Health Systems, Inc. (CYH) reports on events occurring on February 10, 2026, with the report dated February 11, 2026. The filing details the Board of Directors' approval of 2026 compensation arrangements for three Named Executive Officers (NEOs): Kevin J. Hammons (CEO), Jason K. Johnson (EVP and CFO), and Kevin A. Stockton (EVP of Operations and Development).
Key Financial Metrics
The filing does not provide revenue, profit, cash flow, margin, debt, or liquidity metrics. It focuses exclusively on executive compensation structures.
2026 Base Salaries
- Kevin J. Hammons (CEO): $1,250,000
- Kevin A. Stockton (EVP Ops & Dev): $740,000
- Jason K. Johnson (EVP & CFO): $630,000
2026 Cash Incentive Compensation (Target % of Base)
- Kevin J. Hammons: 215% target; potential additional 50% for non-financial goals and 35% for overachievement.
- Jason K. Johnson: 115% target; potential additional 45% for non-financial goals and 65% for overachievement.
- Kevin A. Stockton: 95% target; potential additional 30% for non-financial goals and 75% for overachievement.
Long-Term Equity Awards (Grant Date: March 1, 2026)
| Executive | Non-Qualified Stock Options | Time-Vesting Restricted Stock | Performance-Based Restricted Stock |
|---|---|---|---|
| Kevin J. Hammons | 200,000 | 200,000 | 400,000 |
| Jason K. Johnson | 90,000 | 90,000 | 180,000 |
| Kevin A. Stockton | 30,000 | 30,000 | 60,000 |
Note: Performance-based restricted stock vesting ranges from 0% to 200% based on objectives met between Jan 1, 2026, and Dec 31, 2028. Options and time-vesting stock vest ratably over three years.
Material Changes and Personnel Updates
The filing notes the following personnel changes affecting the list of Named Executive Officers:
- Tim L. Hingtgen: Former CEO, retired September 30, 2025.
- Lynn T. Simon, M.D.: Former President, Healthcare Innovation and CMO, retired December 31, 2024.
- Chad A. Campbell: Ceased to be an "executive officer" effective May 13, 2025, due to organizational restructuring.
- Jason K. Johnson: Appointed EVP and CFO during 2025; now included as an NEO for 2026.
Guidance, Outlook, and Risks
The filing contains no financial guidance, market outlook, or discussion of general business risks. The primary contingency noted is the performance-based nature of the equity awards, where the final share count depends on achieving specific objectives over a three-year period.
Investor Verification Checklist
- Verify the specific performance metrics tied to the 2026 cash incentive plan and the 2026-2028 performance-based restricted stock.
- Confirm the total potential payout value for NEOs under maximum overachievement scenarios.
- Review the 2025 Proxy Statement for historical compensation data to compare against the 2026 approved amounts.
- Monitor future filings for the actual vesting results of the performance-based restricted stock granted in March 2026.