Sec Form 4 Filing - Andrews Audrey T. @ TENET HEALTHCARE CORP - 2020-02-27

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 Andrews Audrey T. 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) EVP & General Counsel (Last) (First) (Middle) 14201 DALLAS PARKWAY 3. Date of Earliest Transaction (MM/DD/YY) 02/27/2020 (Street) DALLAS, TX75254 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 ) 02/27/2020 M 5,897 A 62,499 D Common Stock 02/27/2020 F 1,522 ( 3 ) D $ 26.74 60,977 D Common Stock ( 4 ) 02/28/2020 M 8,091 A 69,068 D Common Stock 02/28/2020 F 1,971 ( 3 ) D $ 26.28 67,097 D Common Stock ( 5 ) 02/28/2020 M 8,777 A 75,874 D Common Stock 02/28/2020 F 2,138 ( 3 ) D $ 26.28 73,736 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 E xecution 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 2019 February Restricted Stock Units ( 1 ) 02/27/2020 M 5,897 ( 1 ) ( 1 ) Common Stock ( 6 ) 5,897 $ 0 11,796 D 2018 February Restricted Stock Units ( 4 ) 02/28/2020 M 8,091 ( 4 ) ( 4 ) Common Stock ( 6 ) 8,091 $ 0 8,091 D 2017 March Restricted Stock Units ( 5 ) 02/28/2020 M 8,777 ( 5 ) ( 5 ) Common Stock ( 6 ) 8,777 $ 0 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Andrews Audrey T. 14201 DALLAS PARKWAY DALLAS, TX75254 EVP & General Counsel Signatures Mark R. Jackson, as Attorney-in-Fact for Audrey T. Andrews 03/02/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )As previously reported, on February 27, 2019, the reporting person received a grant of 17,693 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 27, 2020, resulting in the vesting and settlement of 5,897 shares of common stock, as shown in Table I. The remaining 11,796 restricted stock units are shown in Table II, of which 5,898 are scheduled to vest on each of February 27, 2021 and February 27, 2022. ( 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 February 28, 2018, the reporting person received a grant of 24,272 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 28, 2019, resulting in the vesting and settlement of 8,090 shares of common stock. The second anniversary occurred on February 28, 2020, resulting in the vesting and settlement of 8,091 shares of common stock, as shown in Table I. The remaining 8,091 restricted stock units are shown in Table II and are scheduled to vest on February 28, 2021. ( 5 )As previously reported, on March 1, 2017, the reporting person received a grant of 26,330 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 1, 2018, resulting in the vesting and settlement of 8,776 shares of common stock. The second anniversary occurred on March 1, 2019, resulting in the vesting and settlement of 8,777 shares of common stock. The third anniversary occurred on February 28, 2020 (the business day prior to March 1, 2020, which fell on a weekend), resulting in the vesting and settlement of 8,777 shares of common stock, as shown in Table I. ( 6 )Time-based restricted stock units are settled in shares of the Company's common stock upon vesting.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

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