UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

 

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

the Securities Exchange Act of 1934

 

 

Date of Report: May 5, 2010

(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 Identification Number)

1445 Ross Avenue, Suite 1400

Dallas, Texas 75202

(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))

 

 

 

---

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(e) On May 5, 2010, the shareholders of Tenet Healthcare Corporation (“Tenet”) approved the Second Amended and Restated Tenet Healthcare 2008 Stock Incentive Plan (the “Plan Amendment”). Under the plan, Tenet may grant stock options, stock appreciation rights, restricted stock, restricted stock units, performance awards and other share-based awards, as well as any other right, interest or option relating to shares of Tenet or cash granted pursuant to the plan. The Plan Amendment added 21,300,000 shares to the number of shares currently available for grant and adjusted the ratio used for counting awards issued under the plan, other than stock options and stock appreciation rights, from 1.5-to-1 to 1.2-to-1. The Plan Amendment and its terms are incorporated herein by reference to Appendix A to Tenet’s Definitive Proxy Statement, which was filed with the Securities and Exchange Commission on March 25, 2010.

 

Item 5.07

Submission of Matters to a Vote of Security Holders.

(a) The annual meeting of Tenet’s shareholders was held on May 5, 2010.

(b) The shareholders (1) elected all of the board’s nominees for director, (2) approved the Second Amended and Restated Tenet Healthcare 2008 Stock Incentive Plan, (3) approved the Tenet Healthcare Corporation Ninth Amended and Restated 1995 Employee Stock Purchase Plan, and (4) ratified the selection of Deloitte & Touche LLP as the company’s independent registered public accountants for the year ending December 31, 2010.

The final results of voting on each of the matters submitted to a vote are as follows:

1. Election of directors:

 

		FOR		AGAINST		ABSTAIN		BROKER NON-VOTES
John Ellis “Jeb” Bush		344,859,737		4,334,657		220,115		62,940,457
Trevor Fetter		345,104,737		4,041,880		267,892		62,940,457
Brenda J. Gaines		319,465,533		29,679,780		269,196		62,940,457
Karen M. Garrison		345,196,294		3,936,875		281,340		62,940,457
Edward A. Kangas		329,881,737		19,225,248		307,524		62,940,457
J. Robert Kerrey		343,429,970		5,679,849		304,690		62,940,457
Floyd D. Loop, M.D.		339,479,687		9,660,940		273,882		62,940,457
Richard R. Pettingill		333,258,863		15,864,114		291,532		62,940,457
James A. Unruh		342,921,956		6,192,397		300,156		62,940,457

 

2

---

2. Approval of the Second Amended and Restated Tenet Healthcare 2008 Stock Incentive Plan:

 

FOR		AGAINST		ABSTAIN		BROKER NON-VOTES
308,891,029		34,287,690		6,235,790		62,940,457

3. Approval of the Tenet Healthcare Corporation Ninth Amended and Restated 1995 Employee Stock Purchase Plan:

 

FOR		AGAINST		ABSTAIN		BROKER NON-VOTES
342,103,054		6,835,624		475,831		62,940,457

4. Ratification of the selection of Deloitte & Touche LLP as the company’s independent registered public accountants for the year ending December 31, 2010:

 

FOR		AGAINST		ABSTAIN		BROKER NON-VOTES
409,044,107		2,919,385		391,474		—

 

3

---

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.

 

Date: May 7, 2010

 

4