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THC 8-K filings, explained
Every material Form 8-K Tenet Health has filed with the SEC since February 12, 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Tenet Healthcare reported third quarter 2026 net income available to common shareholders of $1.000 billion, or $12.41 per diluted share, up from $342 million, or $3.86, a year earlier, and raised its full-year 2026 Adjusted EBITDA outlook to $5.05 billion to $5.20 billion. The quarter includes a $147 million favorable net impact from timing-related adjustments tied to the early conclusion of revenue cycle management agreements with CommonSpirit Health, which the company says do not change its full-year revenue expectations.
Third quarter 2026 net income available to common shareholders was $1.000 billion, or $12.41 per diluted share, versus $342 million, or $3.86, in third quarter 2025.
Consolidated Adjusted EBITDA rose 23.3% to $1.355 billion, and adjusted diluted EPS increased 79.5% to $6.64.
FY 2026 Adjusted EBITDA outlook is now $5.05 billion to $5.20 billion, a $195 million increase at the midpoint of the range.
Third quarter results include a $147 million favorable net impact from transition activities and timing-related adjustments under the CommonSpirit agreements.
Tenet Healthcare issued $2 billion of 6.250% senior notes due 2034 on September 22, 2026. The company plans to use the net proceeds, with cash on hand, to redeem its $1.5 billion of 5.125% secured notes due 2027 and partly redeem $0.5 billion of its 6.125% notes due 2028. The deal refinances existing debt, and the filing does not state a change in total debt outstanding.
Issued $2,000,000,000 of 6.250% senior notes due 2034 on September 22, 2026
Proceeds, with cash on hand, to fund redemption of all $1.5 billion of 5.125% senior secured first lien notes due November 2027
Partial redemption of $0.5 billion of 6.125% senior notes due October 2028
Notes are redeemable at a make-whole premium before September 15, 2029, and at set redemption prices after that date
Tenet Healthcare reported second-quarter 2026 results on July 23, 2026, with net operating revenues of $5.628 billion, up 6.8% from a year earlier, and net income to common shareholders of $826 million, or $9.84 per diluted share, versus $288 million, or $3.14, in the second quarter of 2025. The company raised its full-year 2026 adjusted EBITDA outlook and authorized a $2.0 billion increase to its share repurchase program, which matters to shareholders because it lifts expected earnings and returns capital.
Adjusted diluted EPS rose 52.2% to $6.12 from $4.02 a year earlier.
Net income includes $413 million of revenue from the early termination of the CommonSpirit contract, which is excluded from net operating revenues.
FY 2026 adjusted EBITDA outlook is now $4.83 billion to $5.03 billion, a $295 million increase at the midpoint; adjusted free cash flow outlook is $2.725 billion to $3.025 billion.
The Board authorized a $2.0 billion increase to the share repurchase program, leaving $2.13 billion available as of July 23, 2026.
Tenet Healthcare reported first quarter 2026 net income available to common shareholders of $702 million, or $8.01 per diluted share, up from $406 million, or $4.27, a year earlier. Results include $413 million of revenue from the early conclusion of a contract with CommonSpirit Health, while adjusted EBITDA was roughly flat at $1.162 billion, and the company kept its full-year 2026 adjusted EBITDA outlook of $4.485 billion to $4.785 billion unchanged.
Net operating revenues rose 2.8% to $5,368 million from $5,223 million a year earlier.
Adjusted diluted EPS rose 10.6% to $4.82 from $4.36; GAAP diluted EPS was $8.01 versus $4.27.
Adjusted EBITDA was $1.162 billion versus $1.163 billion, and the full-year 2026 adjusted EBITDA outlook was kept at $4.485 billion to $4.785 billion.
The company repurchased 1.35 million shares for $318 million in the quarter.
Tenet Healthcare said Executive Vice President and Chief Information Officer Paola Arbour will retire effective December 31, 2026, under an agreement dated April 9, 2026. She will stay on in a non-executive, part-time role through April 1, 2028 to provide transition services, and the filing describes this as a routine officer transition with no stated effect on the company's results.
Retirement as Executive Vice President and Chief Information Officer effective December 31, 2026
Part-time non-executive employment through April 1, 2028, paid a weekly salary of $820
Eligible for a 2026 bonus under the Annual Incentive Plan but not for 2027
Outstanding equity awards continue to vest under their existing terms
Tenet Healthcare appointed J. Michael Grooms, currently Senior Vice President and Chief Accounting Officer at Lifepoint Health, as Senior Vice President and Controller effective April 6, 2026, and as Principal Accounting Officer effective May 1, 2026. The change replaces R. Scott Ramsey, whose retirement date was moved from March 31 to April 30, 2026; he will stay on part-time through March 31, 2028 for transition support.
J. Michael Grooms, age 48, joins as Senior Vice President and Controller effective April 6, 2026
Grooms succeeds R. Scott Ramsey as Principal Accounting Officer effective May 1, 2026
Grooms's offer includes a $475,000 base salary, a 60% target cash bonus, a $250,000 cash sign-on bonus and a $500,000 initial RSU grant
Ramsey's retirement is now effective April 30, 2026, and he remains employed part-time through March 31, 2028
Tenet Healthcare reported fourth-quarter 2025 net income available to common shareholders of $371 million, or $4.22 per diluted share, up from $318 million, or $3.32, a year earlier. It also gave a full-year 2026 outlook, with Adjusted EBITDA expected between $4.485 billion and $4.785 billion, and disclosed a CommonSpirit agreement involving $1.9 billion in payments tied to Conifer Health Solutions.
Q4 2025 net operating revenues were $5.527 billion, up 8.9% from $5.073 billion in Q4 2024.
Q4 2025 adjusted diluted EPS rose 36.6% to $4.70 from $3.44; Adjusted EBITDA rose 12.9% to $1.183 billion.
Full-year 2025 net income available to common shareholders was $1.407 billion, or $15.49 per diluted share, versus $3.2 billion in 2024, which included a $2.916 billion pre-tax gain on hospital divestitures.
FY 2026 outlook: net operating revenues of $21.5 billion to $22.3 billion and Adjusted EBITDA of $4.485 billion to $4.785 billion.
Tenet Healthcare said its 2025 Adjusted EBITDA is expected to come in at the upper end of its $4.47 billion to $4.57 billion guidance range, based on preliminary figures that are not yet final. The company also completed a transaction with CommonSpirit Health that ends CommonSpirit's 23.8% stake in Conifer Health Solutions and gives Tenet about $1.9 billion in payments over three years, which Tenet says reduces its balance sheet liabilities by about $885 million.
Expected 2025 Adjusted EBITDA is at the upper end of the $4.47 billion to $4.57 billion guidance range; final results are due February 11, 2026
CommonSpirit to pay Tenet about $1.9 billion in annual installments over the next three years
Conifer redeems CommonSpirit's 23.8% equity stake for $540 million, effective January 1, 2026
Revenue cycle services for CommonSpirit end at the close of 2026; balance sheet liabilities fall about $885 million and paid-in capital rises about $305 million
Stephen H. Rusckowski notified Tenet Healthcare on November 21, 2025 that he is resigning from the company's board of directors, effective immediately. The board reduced its size from thirteen to twelve directors in connection with the departure. The filing does not state a reason for the resignation or name a replacement.
Resignation notified to Tenet on November 21, 2025, effective immediately
Board size reduced from thirteen to twelve directors
Filing does not give a reason for the resignation or name a successor
Tenet Healthcare issued $1.5 billion of 5.500% senior secured first lien notes due 2032 and $750 million of 6.000% senior notes due 2033 on November 18, 2025. The company plans to use the net proceeds, with cash on hand, to redeem its $1.5 billion 6.250% second lien notes due February 2027 and partially redeem $0.75 billion of its 6.125% senior notes due October 2028. The new notes add debt obligations, but the deal refinances existing borrowings with new maturities.
First lien notes: $1.5 billion at 5.500%, due 2032
Senior notes: $750 million at 6.000%, due 2033
Proceeds plus cash on hand to redeem $1.5 billion 6.250% second lien notes due February 2027
Partial redemption of $0.75 billion 6.125% senior notes due October 2028
Tenet Healthcare entered a $1.9 billion senior secured revolving credit facility dated November 4, 2025, with JPMorgan Chase Bank as administrative agent, secured by first-priority liens on certain receivables and inventory. The company also extended its $200 million letter of credit facility to November 4, 2030. The filing describes a new borrowing arrangement and debt maturity extension rather than a change in reported results.
Revolving credit facility of up to $1.9 billion, with a $200 million sub-facility for letters of credit, maturing November 4, 2030, subject to springing maturity provisions
Facility is secured by first-priority liens on accounts receivable and inventory of Tenet and certain subsidiary guarantors
Letter of credit facility with Barclays Bank PLC extended from March 16, 2027 to November 4, 2030
Tenet Healthcare reported third quarter 2025 revenue of $5.289 billion, up 3.2% from a year earlier, and adjusted diluted EPS of $3.70, up 26.3%. GAAP net income available to common shareholders fell to $342 million from $472 million, mainly because the prior-year quarter included a $348 million pre-tax gain on the Brookwood Baptist Health sale. The company raised its full-year 2025 Adjusted EBITDA outlook to $4.47 billion to $4.57 billion, a $50 million increase at the midpoint.
Q3 2025 net operating revenues were $5.289 billion, up from $5.126 billion; Adjusted EBITDA rose 12.4% to $1.099 billion
Q3 2025 diluted EPS was $3.86 versus $4.89 a year earlier; adjusted diluted EPS was $3.70 versus $2.93
FY 2025 Adjusted EBITDA outlook is $4.47 billion to $4.57 billion, a $50 million increase at the midpoint
Nine-month free cash flow was $2.163 billion; the company repurchased $93 million of stock in Q3 2025
Tenet Healthcare reported second quarter 2025 net income available to common shareholders of $288 million, or $3.14 per diluted share, up from $259 million, or $2.64, a year earlier. The company raised its full-year 2025 Adjusted EBITDA outlook to $4.40 billion to $4.54 billion and authorized a $1.5 billion increase to its share repurchase program.
Q2 2025 net operating revenues were $5.271 billion, up from $5.108 billion in Q2 2024.
Q2 2025 Adjusted EBITDA was $1.121 billion, up 18.6% from $945 million, and included a $79 million favorable pre-tax Medicaid supplemental revenue impact in the Hospital segment.
FY 2025 Adjusted EBITDA outlook is $4.40 billion to $4.54 billion, a $395 million increase at the midpoint.
The Board authorized a $1.5 billion increase to the repurchase program, leaving $1.781 billion available as of July 22, 2025.
Tenet Healthcare promoted Lisa Y. Foo to the newly created position of Chief Operating Officer, effective immediately as of May 30, 2025, and disclosed the change in a June 5, 2025 8-K filing. The filing gives no compensation terms or details of her responsibilities, and it points to the April 11, 2025 proxy statement for her background.
Lisa Y. Foo was promoted to Chief Operating Officer on May 30, 2025, effective immediately.
The COO role is newly created within Tenet Healthcare Corporation.
Foo's biographical information is in the company's definitive proxy statement filed April 11, 2025.
The 8-K was signed by Thomas Arnst, Executive Vice President, Chief Administrative Officer, General Counsel and Corporate Secretary.
Tenet Healthcare reported first quarter 2025 results on April 29, 2025. Adjusted diluted EPS rose 35.4% to $4.36 and Adjusted EBITDA rose 13.6% to $1.163 billion, while net operating revenues fell 2.7% to $5.223 billion and net income available to common shareholders fell to $406 million from $2.151 billion, a period that included a $2.5 billion pre-tax divestiture gain. The company also issued a full-year 2025 Adjusted EBITDA outlook of $3.975 billion to $4.175 billion and repurchased 2,629,195 shares for $348 million.
Net income available to common shareholders was $406 million, or $4.27 per diluted share, versus $2.151 billion, or $21.38, in Q1 2024, which included a $2.5 billion pre-tax gain tied to hospital divestitures.
Adjusted diluted EPS rose 35.4% to $4.36 from $3.22 in the prior-year quarter.
Net operating revenues fell 2.7% to $5.223 billion from $5.368 billion; Adjusted EBITDA rose 13.6% to $1.163 billion.
FY 2025 Adjusted EBITDA outlook is $3.975 billion to $4.175 billion; the filing does not state a prior outlook for comparison.
Tenet Healthcare reported fourth quarter 2024 results and issued its full year 2025 outlook. Fourth quarter net income available to common shareholders rose to $318 million, or $3.32 per diluted share, from $244 million, or $2.30, a year earlier, while net operating revenues fell 5.7% to $5.072 billion, reflecting hospital divestitures.
Q4 2024 adjusted diluted EPS was $3.44, versus $2.68 in Q4 2023
Q4 2024 Adjusted EBITDA was $1.048 billion, versus $1.012 billion in Q4 2023
FY 2025 Adjusted EBITDA outlook is $3.975 billion to $4.175 billion, with net operating revenues of $20.6 billion to $21.0 billion
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