Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On February 25, 2022, Tenet Healthcare Corporation (the "Company") and Ronald A.
Rittenmeyer entered into an Amendment (the "Amendment") to the Amended and
Restated Employment Agreement dated as of September 1, 2021 (the "Employment
Agreement"). The Amendment extends the term of the Employment Agreement from
December 31, 2024 through December 31, 2025, subject to earlier termination in
accordance with the terms of the Employment Agreement, and extended the date
through which Mr. Rittenmeyer will serve as Executive Chairman from December 31,
2022 to December 31, 2023. In addition, the Amendment provides that, between
January 1, 2024 and December 31, 2025 when Mr. Rittenmeyer will serve as a
senior advisor to the Chief Executive Officer and the Company's board of
directors (the "Subsequent Period"), in addition to the other compensation
provided for in the Employment Agreement, Mr. Rittenmeyer will be eligible to
receive an annual incentive payment based on an annual target bonus opportunity
of no less than 100% of his base salary, which will be $750,000 pursuant to the
terms of the Employment Agreement. If Mr. Rittenmeyer's employment is terminated
during the Subsequent Period by the Company without "cause," by Mr. Rittenmeyer
for "good reason," or as a result of Mr. Rittenmeyer's death or "disability"
(each as defined in the Employment Agreement), the severance payable to him will
also include the Prior Year Bonus, the Pro-Rata Annual Bonus, the Pro-Rata
Target Bonus and the Pro-Rata Remaining Bonus (each as defined in the Employment
Agreement), subject to the terms and conditions set forth in the Employment
Agreement.
The summary of the Amendment contained herein is qualified in its entirety by
reference to the full text of the Amendment, which is attached hereto as Exhibit
10.1 and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No. Description
10.1 Amendment No. 1 to Amended and Restated Employment Agreement between
the Company and Ronald A. Rittenmeyer, effective as of February 25,
2022.
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