Sec Form 4 Filing - PITTS KEITH B @ TENET HEALTHCARE CORP - 2019-03-08

Insider filing report for Changes in Beneficial Ownership
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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
PITTS KEITH B
2. Issuer Name and Ticker or Trading Symbol
TENET HEALTHCARE CORP [ THC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Vice Chairman
(Last) (First) (Middle)
1445 ROSS AVENUE, SUITE 1400
3. Date of Earliest Transaction (MM/DD/YY)
03/08/2019
(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 ) 03/08/2019 M 20,393 A 284,723 D
Common Stock 03/08/2019 F 8,025 ( 3 ) D $ 27.17 276,698 D
Common Stock ( 4 ) 03/08/2019 M 25,817 A 302,515 D
Common Stock 03/08/2019 F 10,159 ( 3 ) D $ 27.17 292,356 D
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
2016 March Restricted Stock Units ( 1 ) 03/08/2019 M 20,393 ( 1 ) ( 1 ) Common Stock ( 5 ) 20,393 $ 0 0 D
2016 March Performance-Based Restricted Stock Units ( 4 ) 03/08/2019 M 25,817 ( 4 ) ( 4 ) Common Stock ( 5 ) 25,817 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
PITTS KEITH B
1445 ROSS AVENUE
SUITE 1400
DALLAS, TX75202
Vice Chairman
Signatures
Anthony L. Shoemaker, as Attorney-in-Fact for Keith B. Pitts 03/11/2019
Signature of Reporting Person Date
Explanation of Responses:
( 1 )As previously reported, on March 10, 2016, the reporting person received a grant of 61,177 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 March 10, 2017, resulting in the settlement of 20,392 shares of common stock. The second vesting date occurred on March 9, 2018 (the business day prior to the anniversary date, which fell on a weekend), resulting in the settlement of 20,392 shares of common stock. The third vesting date occurred on March 8, 2019 (the business day prior to the anniversary date, which fell on a weekend), resulting in the settlement of the remaining 20,393 shares of common stock, as shown in Table I.
( 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 March 10, 2016, the reporting person received a target grant of 61,177 performance-based restricted stock units that were subject to the Company's achievement of specified performance goals for the three year period that ended on December 31, 2018. The actual number of stock units that could vest ranged from 0% to 200% of the target unit amount. The performance goals were achieved in part, and 42.2% of the target grant was awarded; therefore, 25,817 restricted stock units vested on March 8, 2019 (the business day prior to the third anniversary of the date of grant, which fell on a weekend), resulting in the settlement of 25,817 shares of common stock, as shown in Table I.
( 5 )Restricted stock units are settled in shares of the Company's common stock upon vesting.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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