Sec Form 4 Filing - FETTER TREVOR @ TENET HEALTHCARE CORP - 2017-02-24

FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person FETTER TREVOR 2. Issuer Name and Ticker or Trading Symbol TENET HEALTHCARE CORP [ THC] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Chairman and CEO (Last) (First) (Middle) 1445 ROSS AVENUE, SUITE 1400 3. Date of Earliest Transaction (MM/DD/YY) 02/24/2017 (Street) DALLAS, TX75202 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock ( 1 ) 02/24/2017 M 32,873 A 1,011,736 D Common Stock 02/24/2017 F 13,922 ( 3 ) D $ 21.99 997,814 D Common Stock ( 4 ) 02/24/2017 M 54,142 A 1,051,956 D Common Stock 02/24/2017 F 22,930 ( 3 ) D $ 21.99 1,029,026 D Common Stock ( 5 ) 02/24/2017 M 30,071 A 1,059,097 D Common Stock 02/24/2017 F 12,735 ( 3 ) D $ 21.99 1,046,362 D Common Stock ( 6 ) 02/24/2017 M 60,142 A 1,106,504 D Common Stock 02/24/2017 F 25,471 ( 3 ) D $ 21.99 1,081,033 D Common Stock 2,550 I By spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) 6. Date Exercisable and Expiration Date (MM/DD/YY) 7. Title and Amount of Underlying Securities (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares 2015 February Restricted Stock Units ( 1 ) 02/24/2017 M 32,873 ( 1 ) ( 1 ) Common Stock ( 7 ) 32,873 $ 0 32,874 D 2015 February Performance-Based Restricted Stock Units ( 4 ) 02/24/2017 M 54,142 ( 4 ) ( 4 ) Common Stock ( 7 ) 54,142 $ 0 54,144 D 2014 February Restricted Stock Units ( 5 ) 02/24/2017 M 30,071 ( 5 ) ( 5 ) Common Stock ( 7 ) 30,071 $ 0 0 D 2014 February Performance-Based Restricted Stock Units ( 6 ) 02/24/2017 M 60,142 ( 6 ) ( 6 ) Common Stock ( 7 ) 60,142 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other FETTER TREVOR 1445 ROSS AVENUE SUITE 1400 DALLAS, TX75202 X Chairman and CEO Signatures Anthony L. Shoemaker, as Attorney-in-Fact for Trevor Fetter 02/28/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )As previously reported, on February 25, 2015, the reporting person received a grant of 98,620 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 32,873 shares of common stock. The second vesting date occurred on February 24, 2017 (the business day prior to the anniversary date which fell on a weekend), resulting in the vesting and settlement of 32,873 shares of common stock, as shown in Table I. The remaining 32,874 restricted stock units are shown in Table II, which are scheduled to vest on February 25, 2018. ( 2 )Restricted stock units convert into common stock on a one-for-one basis. ( 3 )Shares withheld for payment of taxes upon vesting of restricted stock units in accordance with Rule 16b-3. ( 4 )As previously reported, on Feb. 25, 2015, the reporting person received a target grant of 98,620 performance-based RSUs 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 RSUs vest in one-third increments on each of the 1st, 2nd and 3rd anniversaries of the date of grant. The 1st anniversary occurred on Feb. 25, 2016, resulting in the vesting and settlement of 54,142 shares of common stock. The 2nd vesting date occurred on Feb. 24, 2017 (the business day prior to the anniversary date, which fell on a weekend), resulting in the vesting and settlement of 54,142 shares of common stock, as shown in Table I. The remaining 54,144 performance RSUs are shown in Table II, which are scheduled to vest on Feb. 25, 2018. ( 5 )As previously reported, on February 26, 2014, the reporting person received a grant of 90,212 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 30,070 shares of common stock. The second anniversary occurred on February 26, 2016, resulting in the vesting and settlement of 30,071 shares of common stock. The third vesting date occurred on February 24, 2017 (the business day prior to the anniversary date which fell on a weekend), resulting in the vesting and settlement of 30,071 shares of common stock, as shown in Table I. ( 6 )As previously reported, on Feb. 26, 2014, the reporting person received a target grant of 90,212 performance-based RSUs that were subject to the Company's attainment of a specified one-year performance metric for the year then-ending Dec. 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 RSUs vest in one-third increments on each of the 1st, 2nd and 3rd anniversaries of the date of grant. The 1st anniversary occurred on Feb. 26, 2015, resulting in the vesting & settlement of 60,140 shares of common stock. The 2nd anniversary occurred on Feb. 26, 2016, resulting in the vesting & settlement of 60,142 shares of common stock. The 3rd vesting date occurred on Feb. 24, 2017 (the business day prior to the anniversary date which fell on a weekend), resulting in the vesting and settlement of 60,142 shares of common stock, as shown in Table I. ( 7 )Both time-based restricted stock units and performance-based restricted stock units are settled in shares of the Company's common stock upon vesting.

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