Community Healthcare Trust Incorporated (NYSE:CHCT) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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Community Healthcare Trust Incorporated (NYSE:CHCT) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Amendment No.2 to 2014 Incentive Plan

On November1, 2016, the Board of Directors (the “Board”) of Community Healthcare Trust Incorporated (the “Company”) approved and adopted, subject to stockholder approval, Amendment No.2 (the “Second Amendment”) to the Company’s 2014 Incentive Plan, as amended (the “Incentive Plan”). As previously disclosed on the Company’s Form8-K, filed on May31, 2017, the Company’s stockholders approved the Second Amendment at the Company’s 2017 Annual Meeting of Stockholders held on May30, 2017. The Second Amendment revises the Incentive Plan to include an “evergreen provision,” which automatically increases, on an annual basis, the number of shares of common stock available for issuance under the Incentive Plan to an amount equal to 7% of the total number of shares of common stock outstanding on December31 of the immediately preceding year. Further, the Second Amendment also establishes March31, 2024 as the termination date of the Incentive Plan and increases the number of shares that may be awarded in any calendar year to any eligible person who is subject to Section162(m)of the Internal Revenue Code of 1986, as amended, from 75,000 shares of common stock to 150,000 shares of common stock.

The foregoing summary of the Second Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Second Amendment, a copy of which is filed as Exhibit10.1 hereto, and is incorporated herein by reference.

Amendment No.3 to 2014 Incentive Plan

On June28, 2017, the Board, upon the recommendation of the Compensation Committee of the Board, approved and adopted Amendment No.3 (the “Third Amendment”) to the Incentive Plan. The Third Amendment modifies the definition of “change in control” to provide for a less “liberal” definition of a “change in control”. The “change in control” definition now provides, among other provisions, that securities issued under the Incentive Plan will vest upon the consummation of a merger or consolidation of the Company rather than in the case of a pending or threatened takeover bid or tender offer and if at any time during any 24-month period at least a majority of the Board shall cease to consist of previous directors of the Company, with certain exceptions.

The foregoing summary of the Third Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Third Amendment, a copy of which is filed as Exhibit10.2 hereto, and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

(d)Exhibits

Exhibit Number

DescriptionofExhibits

10.1

Amendment No.2 to the 2014 Incentive Plan of Community Healthcare Trust Incorporated

10.2

Amendment No.3 to the 2014 Incentive Plan of Community Healthcare Trust Incorporated


Community Healthcare Trust Inc Exhibit
EX-10.1 2 a17-17952_1ex10d1.htm EX-10.1 Exhibit 10.1   AMENDMENT NO. 2 TO THE 2014 INCENTIVE PLAN OF COMMUNITY HEALTHCARE TRUST INCORPORATED   May 30,…
To view the full exhibit click here

About Community Healthcare Trust Incorporated (NYSE:CHCT)

Community Healthcare Trust Incorporated is an integrated healthcare real estate company. The Company owns and acquires, or finances, real estate properties that are leased to hospitals, doctors, healthcare systems or other healthcare service providers in non-urban markets. The Company holds interests in approximately 40 real estate properties and mortgage notes, located in over 20 states, totaling approximately 789,500 square feet. Its medical offices are located in Alabama, Florida, Georgia, Illinois, Kansas, Kentucky, Ohio and Texas. The Company’s physician clinics are located in Alabama, Arizona, Florida, Kansas, Pennsylvania, Virginia and Wisconsin. Its ambulatory surgery centers are located in Arizona, Colorado, Michigan, Ohio, Pennsylvania, South Carolina and Texas. The Company’s dialysis clinics are located in Colorado, Georgia, Kentucky, Ohio, Tennessee and Texas. The Company’s oncology centers are located in Alabama. Its behavioral facilities are located in Indiana.

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