8-K

TENET HEALTHCARE CORP (THC)

8-K 2023-05-25 For: 2023-05-25
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Added on April 07, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_______________

FORM 8-K

_______________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

Date of Report: May 25, 2023

(Date of earliest event reported)

_______________

TENET HEALTHCARE CORPORATION

(Exact name of Registrant as specified in its charter)

Nevada 1-7293 95-2557091
(State of Incorporation) (Commission File Number) (IRS Employer<br>Identification Number)

14201 Dallas Parkway

Dallas, Texas 75254

(Address of principal executive offices, including zip code)

(469) 893-2200

(Registrant’s telephone number, including area code)

_______________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class Trading<br>Symbol(s) Name of each exchange <br>on which registered
Common stock, $0.05 par value THC New York Stock Exchange
6.875% Senior Notes due 2031 THC31 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 Rule 12b-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 pursuant to Section 13(a) of the Exchange Act.     ☐

Item 5.07. Submission of Matters to a Vote of Security Holders.

The 2023 Annual Meeting of Shareholders (the “Annual Meeting”) of Tenet Healthcare Corporation (the “Company”) was held on May 25, 2023. Below are the final voting results from the meeting.

1.    The Company’s shareholders elected the following directors to serve on the Company’s Board of Directors, each to serve until the next annual meeting of shareholders or until his or her successor is duly elected or qualified, whichever is later, or until the director’s earlier resignation or removal:

FOR AGAINST ABSTAIN BROKER<br><br>NON-VOTES
J. Robert Kerrey 83,535,834 2,527,226 514,682 6,815,599
James L. Bierman 85,146,732 922,183 508,827 6,815,599
Richard W. Fisher 85,044,275 1,026,111 507,356 6,815,599
Meghan M. FitzGerald 84,827,178 1,243,901 506,663 6,815,599
Cecil D. Haney 85,137,286 933,335 507,121 6,815,599
Christopher S. Lynch 85,082,827 986,640 508,275 6,815,599
Richard J. Mark 85,083,075 987,427 507,240 6,815,599
Tammy Romo 84,908,989 1,161,247 507,506 6,815,599
Saumya Sutaria 85,664,645 401,556 511,541 6,815,599
Nadja Y. West 85,139,884 929,376 508,482 6,815,599

2.    The Company’s shareholders approved, on an advisory basis, the Company’s executive compensation:

FOR AGAINST ABSTAIN BROKER<br><br>NON-VOTES
81,530,105 4,617,910 429,727 6,815,599

3.    Votes regarding the approval, on an advisory basis, of the frequency of future advisory votes on the Company’s executive compensation were as follows:

ONE YEAR TWO YEARS THREE YEARS ABSTAIN BROKER<br><br>NON-VOTES
84,450,639 40,680 2,057,781 28,642 6,815,599

Based on the voting result at the Annual Meeting, the Company’s Board of Directors has determined to provide for a shareholder advisory vote on executive compensation on an annual basis.

4.    The Company’s shareholders approved the ratification of the selection of Deloitte & Touche LLP as the Company’s independent registered public accountants for the year ending December 31, 2023:

FOR AGAINST ABSTAIN BROKER<br><br>NON-VOTES
92,610,717 742,949 39,675

5.    The shareholder proposal requesting a report on patients’ right to access abortion in emergencies did not pass

FOR AGAINST ABSTAIN BROKER<br><br>NON-VOTES
7,449,831 77,442,867 1,685,044 6,815,599

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

TENET HEALTHCARE CORPORATION
Date: May 25, 2023 By: /s/ THOMAS ARNST
Name: Thomas Arnst
Title: Executive Vice President, Chief Administrative Officer, General Counsel and Corporate Secretary