Community Health Systems, Inc. Announces Fourth Quarter and Year Ended December 31, 2025 Results

FRANKLIN, Tenn.--( BUSINESS WIRE)--Community Health Systems, Inc. (NYSE: CYH) (the “Company”) today announced financial and operating results for the three months and year ended December 31, 2025.

The following highlights the financial and operating results for the three months ended December 31, 2025.

Commenting on the results, Kevin J. Hammons, director and chief executive officer of Community Health Systems, Inc., said, “We are pleased to deliver financial and operating results consistent with our expectations, and to enter 2026 with solid momentum and an improved financial position. In addition, our clinical staff and leaders are rallying behind our shared vision - to make the healthcare experience exceptional for our patients, our communities, and each other - and we are putting our values into action.”

Three Months Ended December 31, 2025

Net operating revenues for the three months ended December 31, 2025, totaled $3.106 billion, a 4.9 percent decrease compared to $3.265 billion for the same period in 2024. On a same-store basis, net operating revenues increased 2.1 percent for the three months ended December 31, 2025, compared to the same period in 2024. Net operating revenues for the three months ended December 31, 2025, reflect a 6.6 percent decrease in admissions and a 6.8 percent decrease in adjusted admissions, compared to the same period in 2024. On a same-store basis, both admissions and adjusted admissions decreased 0.3 percent for the three months ended December 31, 2025, compared to the same period in 2024.

Net income attributable to Community Health Systems, Inc. stockholders was $110 million, or $0.81 per share (diluted), for the three months ended December 31, 2025, compared to net loss of $(70) million, or $(0.53) per share (diluted), for the same period in 2024. Excluding the adjusting items as presented in the table in footnote (e) on page 15, net income attributable to Community Health Systems, Inc. stockholders was $0.00 per share (diluted) for the three months ended December 31, 2025, compared to net loss of $(0.42) per share (diluted) for the same period in 2024.

Adjusted EBITDA for the three months ended December 31, 2025, was $395 million compared to $428 million for the same period in 2024.

Net income attributable to Community Health Systems, Inc. stockholders for the three months ended December 31, 2025, increased when compared to the net loss for the same period in 2024, primarily due to a net gain on the sale of businesses in the 2025 period versus a net loss on the sale of businesses in the 2024 period, partially offset by the factors that contributed to a decrease in Adjusted EBITDA as noted below. The decrease in Adjusted EBITDA for the three months ended December 31, 2025, compared to the same period in 2024, is primarily attributable to lower volumes and lower net benefit from supplemental reimbursement programs, partially offset by increased reimbursement rates.

Year Ended December 31, 2025

Net operating revenues for the year ended December 31, 2025, totaled $12.485 billion, a 1.2 percent decrease compared to $12.634 billion for the same period in 2024. On a same-store basis, net operating revenues increased 4.6 percent for the year ended December 31, 2025, compared to the same period in 2024. Net operating revenues for the year ended December 31, 2025, reflect a 5.4 percent decrease in admissions and a 6.3 percent decrease in adjusted admissions, compared to the same period in 2024. On a same-store basis, admissions increased 1.5 percent and adjusted admissions increased 0.6 percent for the year ended December 31, 2025, compared to the same period in 2024.

Net income attributable to Community Health Systems, Inc. stockholders was $509 million, or $3.77 per share (diluted), for the year ended December 31, 2025, compared to net loss of $(516) million, or $(3.90) per share (diluted), for the same period in 2024. Excluding the adjusting items as presented in the table in footnote (e) on page 15, net income attributable to Community Health Systems, Inc. stockholders was $1.19 per share (diluted) for the year ended December 31, 2025, compared to net loss of $(1.03) per share (diluted) for the same period in 2024.

Adjusted EBITDA for the year ended December 31, 2025, was $1.526 billion compared to $1.540 billion for the same period in 2024.

Net income attributable to Community Health Systems, Inc. stockholders for the year ended December 31, 2025, increased when compared to the net loss for the same period in 2024, primarily due to a net gain on the sale of businesses in the 2025 period versus a net loss on the sale of businesses in the 2024 period and an increased gain from early extinguishment of debt, partially offset by the factors that contributed to a decrease in Adjusted EBITDA as noted below. The decrease in Adjusted EBITDA for the year ended December 31, 2025, compared to the same period in 2024, is primarily attributable to lower acuity and higher medical specialist fees, partially offset by increased non-patient revenue, resulting primarily from the receipt during the three months ended September 30, 2025 of $28 million for the settlement of a legal matter, favorable changes in payor mix, increased reimbursement rates and a higher net benefit from supplemental reimbursement programs.

Other

During the three months ended December 31, 2025, the Company exercised a special call provision to redeem $223 million in principal amount of the 10.875% Senior Secured Notes due 2032, and also redeemed all $14 million in outstanding principal amount of the remaining 5.625% Senior Secured Notes due 2027. In addition, on February 2, 2026, the Company exercised the same special call provision to redeem another $223 million in principal amount of the 10.875% Senior Secured Notes due 2032. Together with the aforementioned redemption during the three months ended December 31, 2025, a total of $445 million of principal amount of the 10.875% Senior Secured Notes due 2032 has been redeemed and approximately $1.780 billion of the original $2.225 billion issuance remains outstanding as of the date of this release.

During 2025, the Company divested (i) its 50% ownership interest in two hospitals (one of which was completed on February 1, 2025, and the other of which was completed on May 1, 2025), (ii) its 80% ownership interest in one hospital (which was completed on June 30, 2025), and (iii) four other hospitals (two of which were completed on March 1, 2025, one of which was completed on April 1, 2025, and one of which was completed on December 1, 2025).

The Company also received additional cash consideration of $91 million in October 2025 related to the divestiture of Tennova Healthcare - Cleveland, which was completed effective August 1, 2024.

In addition, on December 1, 2025, the Company completed the transaction contemplated by that certain asset purchase agreement dated as of July 22, 2025, as amended, pursuant to which Laboratory Corporation of America Holdings acquired select assets and assumed certain leases of the ambulatory outreach business of the Company’s subsidiaries across 13 states, including certain patient service centers and in-office phlebotomy locations. The total purchase price paid to the Company at the closing of this transaction was $194 million, before transaction expenses. For additional information regarding this transaction, see the Current Reports on Form 8-K filed by the Company on July 22, 2025 and December 2, 2025.

On October 24, 2025, the Company entered into a definitive agreement to sell Regional Hospital of Scranton (186 licensed beds) and Moses Taylor Hospital (122 licensed beds) in Scranton, Pennsylvania, as well as Wilkes-Barre General Hospital (369 licensed beds) in Wilkes-Barre, Pennsylvania, and certain related businesses to affiliates of Tenor Health Foundation. This disposition was completed effective February 1, 2026. The Company received proceeds from the sale of these hospitals of approximately $33 million of cash (which amount is subject to post-closing adjustment) plus a $15 million promissory note from the buyer. Additional cash consideration may be received by the Company in one or more future periods contingent upon collections of certain accounts receivable during the 90-day period following the closing effective date.

On October 30, 2025, the Company entered into a definitive agreement to sell its 80% ownership interests in two joint ventures which respectively own and operate Tennova Healthcare - Clarksville (270 licensed beds) and certain ancillary businesses located in Clarksville, Tennessee, to subsidiaries of Vanderbilt University Medical Center (“VUMC”). This disposition was completed effective February 1, 2026. The Company received proceeds from this sale of approximately $623 million of cash, after giving effect to estimated working capital and before certain transaction expenses (subject to a post-closing working capital adjustment). In addition, contemporaneous with the closing of the transaction, in connection with the balance of certain amounts due to the joint ventures from the Company and in accordance with the terms of the purchase agreement, subsidiaries of the Company distributed approximately $23 million of cash to VUMC for their share of amounts owed to the joint ventures by the Company. Prior to this transaction, VUMC held a minority interest in the joint ventures, and purchased the remaining interests in the joint ventures through this transaction. For additional information about this transaction, see the Current Reports on Form 8-K filed by the Company on October 31, 2025 and February 2, 2026.

On January 20, 2026, the Company entered into a definitive agreement to sell Crestwood Medical Center (180 licensed beds) in Huntsville, Alabama, and certain ancillary businesses to The Health Care Authority of the City of Huntsville (d/b/a Huntsville Hospital Health System) for $450 million, subject to adjustment for net working capital and any finance leases assumed.

Financial and statistical data presented in this press release includes the operating results of divested or closed businesses for the periods prior to the consummation of the respective divestiture or closure. Same-store operating results and statistical information include operating results of businesses operated in the comparable current year and prior year periods, and exclude businesses divested prior to December 31, 2025.

Information About Non-GAAP Financial Measures

This press release presents Adjusted EBITDA, a non-GAAP financial measure, which is EBITDA adjusted to add back net income attributable to noncontrolling interests and to exclude loss (gain) from early extinguishment of debt, impairment and (gain) loss on sale of businesses, expense related to the Business Transformation Costs (as defined in footnote (c) to the Financial Highlights, Financial Statements and Selected Operating Data below), expense related to government and other legal matters and related costs, expense related to employee termination benefits and other restructuring charges, and the impact of a change in estimate to increase the professional liability claims accrual recorded during the third quarter of 2024. For information regarding why the Company believes Adjusted EBITDA provides useful information to investors, and for a reconciliation of Adjusted EBITDA to net income (loss) attributable to Community Health Systems, Inc. stockholders, see footnote (c) to the Financial Highlights, Financial Statements and Selected Operating Data below.

Additionally, this press release presents adjusted net income (loss) attributable to Community Health Systems, Inc. stockholders per share (diluted), a non-GAAP financial measure, to reflect the impact on net income (loss) attributable to Community Health Systems, Inc. stockholders per share (diluted) from the selected items used in the calculation of Adjusted EBITDA. For information regarding why the Company believes this non-GAAP financial measure provides useful information to investors, and for a reconciliation of this non-GAAP financial measure to net income (loss) attributable to Community Health Systems, Inc. stockholders per share (diluted), see footnote (e) to the Financial Highlights, Financial Statements and Selected Operating Data below.

The non-GAAP financial measures set forth above are not measurements of financial performance under U.S. GAAP, and should not be considered in isolation or as a substitute for any financial measure calculated in accordance with U.S. GAAP. Additionally, the calculation of these non-GAAP financial measures may not be comparable to similarly titled measures disclosed by other companies.

Included on pages 16, 17, 18, 19 and 20 of this press release are tables setting forth the Company’s 2026 annual earnings guidance. The guidance is based on the Company’s historical operating performance, current trends and other assumptions the Company believes are reasonable at this time as more specifically discussed below.

About Community Health Systems, Inc.

Community Health Systems, Inc. is one of the nation’s largest healthcare companies. The Company’s affiliates are leading providers of healthcare services, developing and operating healthcare delivery systems in 34 distinct markets across 13 states. As of February 18, 2026, the Company’s subsidiaries own or lease 65 affiliated hospitals with more than 9,000 beds and operate more than 900 sites of care, including physician practices, urgent care centers, freestanding emergency departments, occupational medicine clinics, imaging centers, cancer centers and ambulatory surgery centers.

The Company’s headquarters are located in Franklin, Tennessee, a suburb south of Nashville. Shares in Community Health Systems, Inc. are traded on the New York Stock Exchange under the symbol “CYH.” More information about the Company can be found on its website at www.chs.net.

Community Health Systems, Inc. will hold a conference call on Thursday, February 19, 2026 at 10:00 a.m. Central, 11:00 a.m. Eastern, to review financial and operating results for the fourth quarter and year ended December 31, 2025. Investors will have the opportunity to listen to a live internet broadcast of the conference call by clicking on the Investor Presentations and Webcasts link of the Company’s Investor Relations website at www.chs.net/investor-relations. For those who cannot listen to the live broadcast, a replay will be available shortly after the call and will continue to be available for approximately 30 days. Copies of this press release and conference call slide show, as well as the Company’s Current Report on Form 8-K (including this press release), will be available on the Company’s website at www.chs.net.

COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES

Financial Highlights (a)(b)

(In millions, except per share amounts)

(Unaudited)

Three Months Ended

Year Ended

December 31,

2025

2024

2025

2024

Net operating revenues

3,106

3,265

12,485

12,634

Net income (loss) (f)

160

(28

)

676

(362

)

Net income (loss) attributable to Community Health Systems, Inc. stockholders

110

(70

)

509

(516

)

Adjusted EBITDA (c)

395

428

1,526

1,540

Net cash provided by operating activities

266

216

543

480

Earnings (loss) per share attributable to Community Health Systems, Inc. stockholders:

Basic (f)

0.82

(0.53

)

3.81

(3.90

)

Diluted (e), (f)

0.81

(0.53

)

3.77

(3.90

)

Weighted-average number of shares outstanding (d):

Basic

134

132

134

132

Diluted

137

132

135

132

____________________

For footnotes, see pages 13, 14 and 15.

COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Income (Loss) (a)(b)

(In millions, except per share amounts)

(Unaudited)

Three Months Ended December 31,

2025

2024

% of Net

Operating

Amount

Revenues

Amount

Revenues

Net operating revenues

3,106

100.0

3,265

100.0

Operating expenses:

Salaries and benefits

1,355

43.6

1,363

41.8

Supplies

446

14.4

507

15.5

Other operating expenses

843

27.1

905

27.7

Lease cost and rent

2.2

2.3

Depreciation and amortization

108

3.5

129

4.0

Impairment and (gain) loss on sale of businesses, net (f)

(164

)

(5.3

)

0.2

Total operating expenses

2,656

85.5

2,986

91.5

Income from operations (f)

450

14.5

279

8.5

Interest expense, net

222

7.1

218

6.6

Loss from early extinguishment of debt

0.3

Equity in earnings of unconsolidated affiliates

)

(0.1

)

Income before income taxes

221

7.1

2.0

Provision for income taxes

2.0

2.9

Net income (loss) (f)

160

5.2

(28

)

(0.9

)

Less: Net income attributable to noncontrolling interests

1.7

1.2

Net income (loss) attributable to Community Health Systems, Inc. stockholders

110

3.5

(70

)

(2.1

)

Earnings (loss) per share attributable to Community Health Systems, Inc. stockholders:

Basic (f)

0.82

(0.53

)

Diluted (e), (f)

0.81

(0.53

)

Weighted-average number of shares outstanding (d):

Basic

134

132

Diluted

137

132

____________________

For footnotes, see pages 13, 14 and 15.

COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Income (Loss) (a)(b)

(In millions, except per share amounts)

(Unaudited)

Year Ended December 31,

2025

2024

% of Net

Operating

Amount

Revenues

Amount

Revenues

Net operating revenues

12,485

100.0

12,634

100.0

Operating expenses:

Salaries and benefits

5,412

43.3

5,418

42.9

Supplies

1,864

14.9

1,946

15.4

Other operating expenses

3,424

27.6

3,642

28.8

Lease cost and rent

277

2.2

299

2.4

Depreciation and amortization

426

3.4

486

3.8

Impairment and (gain) loss on sale of businesses, net (f)

(406

)

(3.3

)

301

2.4

Total operating expenses

10,997

88.1

12,092

95.7

Income from operations (f)

1,488

11.9

542

4.3

Interest expense, net

870

7.0

860

6.8

Gain from early extinguishment of debt

(97

)

(0.8

)

(25

)

(0.2

)

Equity in earnings of unconsolidated affiliates

)

(0.1

)

(10

)

(0.1

)

Income (loss) before income taxes

724

5.8

(283

)

(2.2

)

Provision for income taxes

0.4

0.7

Net income (loss) (f)

676

5.4

(362

)

(2.9

)

Less: Net income attributable to noncontrolling interests

167

1.3

154

1.2

Net income (loss) attributable to Community Health Systems, Inc. stockholders

509

4.1

(516

)

(4.1

)

Earnings (loss) per share attributable to Community Health Systems, Inc. stockholders:

Basic (f)

3.81

(3.90

)

Diluted (e), (f)

3.77

(3.90

)

Weighted-average number of shares outstanding (d):

Basic

134

132

Diluted

135

132

____________________

For footnotes, see pages 13, 14 and 15.

COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Comprehensive Income (Loss)

(In millions)

(Unaudited)

Three Months Ended

Year Ended

December 31,

2025

2024

2025

2024

Net income (loss)

160

(28

)

676

(362

)

Other comprehensive income (loss), net of income taxes:

Net change in fair value of available-for-sale debt securities, net of tax

)

Amortization and recognition of unrecognized pension cost components, net of tax

)

Other comprehensive (loss) income

)

Comprehensive income (loss)

155

(29

)

677

(358

)

Less: Comprehensive income attributable to noncontrolling interests

167

154

Comprehensive income (loss) attributable to Community Health Systems, Inc. stockholders

105

(71

)

510

(512

)

____________________

For footnotes, see pages 13, 14 and 15.

COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES

Selected Operating Data (a)

(Dollars in millions)

(Unaudited)

Three Months Ended December 31,

Consolidated

Same-Store

2025

2024

% Change

2025

2024

% Change

Number of hospitals (at end of period) (h)

Licensed beds (at end of period)

10,458

11,403

10,458

10,452

Beds in service (at end of period)

8,983

9,641

8,983

8,977

Admissions

97,768

104,644

-6.6

97,768

98,086

-0.3

Adjusted admissions

222,282

238,581

-6.8

222,265

222,855

-0.3

Patient days

410,141

448,101

410,141

422,739

Average length of stay (days)

4.2

4.3

4.2

4.3

Occupancy rate (average beds in service)

49.6

50.5

49.6

51.2

Net operating revenues

3,106

3,265

-4.9

3,105

3,040

2.1

Net inpatient revenues as a % of net operating revenues

46.7

48.3

46.7

48.1

Net outpatient revenues as a % of net operating revenues

53.3

51.7

53.3

51.9

Income from operations (f)

450

279

61.3

Income from operations as a % of net operating revenues

14.5

8.5

Depreciation and amortization

108

129

Net income (loss) attributable to Community Health Systems, Inc. stockholders

110

(70

)

257.1

Net income (loss) attributable to Community Health Systems, Inc. stockholders as a % of net operating revenues

3.5

-2.1

Adjusted EBITDA (c)

395

428

-7.7

Adjusted EBITDA as a % of net operating revenues

12.7

13.1

Net cash provided by operating activities

266

216

23.1

____________________

For footnotes, see pages 13, 14 and 15.

COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES

Selected Operating Data (a)

(Dollars in millions)

(Unaudited)

Year Ended December 31,

Consolidated

Same-Store

2025

2024

% Change

2025

2024

% Change

Number of hospitals (at end of period) (h)

Licensed beds (at end of period)

10,458

11,403

10,458

10,452

Beds in service (at end of period)

8,983

9,641

8,983

8,977

Admissions

399,255

422,040

-5.4

392,348

386,530

1.5

Adjusted admissions

898,223

958,531

-6.3

881,808

876,287

0.6

Patient days

1,704,965

1,853,387

1,678,970

1,702,014

Average length of stay (days)

4.3

4.4

4.3

4.4

Occupancy rate (average beds in service)

52.0

52.5

51.2

51.8

Net operating revenues

12,485

12,634

-1.2

12,234

11,693

4.6

Net inpatient revenues as a % of net operating revenues

47.9

47.8

47.9

47.6

Net outpatient revenues as a % of net operating revenues

52.1

52.2

52.1

52.4

Income from operations (f)

1,488

542

174.5

Income from operations as a % of net operating revenues

11.9

4.3

Depreciation and amortization

426

486

Net income (loss) attributable to Community Health Systems, Inc. stockholders

509

(516

)

198.6

Net income (loss) attributable to Community Health Systems, Inc. stockholders as a % of net operating revenues

4.1

-4.1

Adjusted EBITDA (c)

1,526

1,540

-0.9

Adjusted EBITDA as a % of net operating revenues

12.2

Net cash provided by operating activities

543

480

13.1

____________________

For footnotes, see pages 13, 14 and 15.

COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES

Condensed Consolidated Balance Sheets

(In millions, except share data)

(Unaudited)

December 31, 2025

December 31, 2024

ASSETS

Current assets

Cash and cash equivalents

260

Patient accounts receivable

2,077

2,286

Supplies

322

331

Prepaid income taxes

Prepaid expenses

181

236

Other current assets

381

358

Total current assets

3,234

3,301

Property and equipment:

Land and improvements

399

427

Buildings and improvements

5,453

5,658

Equipment and fixtures

3,060

3,075

Property and equipment

8,912

9,160

Less accumulated depreciation and amortization

(4,409

)

(4,384

)

Property and equipment, net

4,503

4,776

Goodwill

3,316

3,789

Deferred income taxes

Other assets, net of accumulated amortization of $1,317 and $1,501 at December 31, 2025 and 2024, respectively

2,101

2,175

Total assets

13,204

14,054

LIABILITIES AND STOCKHOLDERS’ DEFICIT

Current liabilities

Current maturities of long-term debt

Current operating lease liabilities

110

115

Accounts payable

842

913

Accrued liabilities:

Employee compensation

569

596

Accrued interest

238

222

Other

433

479

Total current liabilities

2,208

2,345

Long-term debt (g)

10,380

11,432

Deferred income taxes

231

Long-term operating lease liabilities

537

535

Other long-term liabilities

891

828

Total liabilities

14,041

15,371

Redeemable noncontrolling interests in equity of consolidated subsidiaries

322

359

STOCKHOLDERS’ DEFICIT

Community Health Systems, Inc. stockholders’ deficit:

Preferred stock, $0.01 par value per share, 100,000,000 shares authorized; none issued

Common stock, $0.01 par value per share, 300,000,000 shares authorized; 138,626,917 shares issued and outstanding at December 31, 2025, and 138,919,641 shares issued and outstanding at December 31, 2024

Additional paid-in capital

2,185

2,175

Accumulated other comprehensive loss

)

(10

)

Accumulated deficit

(3,571

)

(4,080

)

Total Community Health Systems, Inc. stockholders’ deficit

(1,394

)

(1,914

)

Noncontrolling interests in equity of consolidated subsidiaries

235

238

Total stockholders’ deficit

(1,159

)

(1,676

)

Total liabilities and stockholders’ deficit

13,204

14,054

____________________

For footnotes, see pages 13, 14 and 15.

COMMUNITY HEALTH SYSTEMS, INC. AND SUBSIDIARIES

Condensed Consolidated Statements of Cash Flows

(In millions)

(Unaudited)

Year Ended December 31,

2025

2024

Cash flows from operating activities

Net income (loss)

676

(362

)

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

Depreciation and amortization

426

486

Deferred income taxes

(243

)

(116

)

Stock-based compensation expense

Impairment and (gain) loss on sale of businesses, net (f)

(406

)

301

Gain from early extinguishment of debt

(97

)

(25

)

Other non-cash expenses, net

173

188

Changes in operating assets and liabilities, net of effects of

acquisitions and divestitures:

Patient accounts receivable

(66

)

Supplies, prepaid expenses and other current assets

(75

)

Accounts payable, accrued liabilities and income taxes

(36

)

137

Other

(104

)

Net cash provided by operating activities

543

480

Cash flows from investing activities

Acquisitions of facilities and other related businesses

)

(25

)

Purchases of property and equipment

(335

)

(360

)

Proceeds from disposition of hospitals and other ancillary operations

1,254

174

Proceeds from sale of property and equipment

Purchases of available-for-sale debt securities and equity securities

(139

)

(81

)

Proceeds from sales of available-for-sale debt securities and equity securities

123

Purchases of investments in unconsolidated affiliates

)

Increase in other investments

(63

)

(59

)

Net cash provided by (used in) investing activities

847

(275

)

Cash flows from financing activities

Repurchase of restricted stock shares for payroll tax withholding requirements

)

Deferred financing costs and other debt-related costs

(16

)

Proceeds from noncontrolling investors in joint ventures

Redemption of noncontrolling investments in joint ventures

)

Distributions to noncontrolling investors in joint ventures

(164

)

(155

)

Other borrowings

Issuance of long-term debt

2,470

1,236

Proceeds from ABL Facility

3,021

3,763

Repayments of long-term indebtedness

(6,516

)

(5,063

)

Net cash used in financing activities

(1,167

)

(206

)

Net change in cash and cash equivalents

223

)

Cash and cash equivalents at beginning of period

Cash and cash equivalents at end of period

260

____________________

For footnotes, see pages 13, 14 and 15.

Footnotes to Financial Highlights, Financial Statements and Selected Operating Data

(a)

Both financial and statistical results include the operating results of divested or closed businesses for the periods prior to the consummation of the respective divestiture or closing. Same-store operating results and statistical information include operating results of businesses operated in the comparable current year and prior year periods, and exclude businesses divested prior to December 31, 2025. There were no discontinued operations reported for the periods presented.

(b)

The following table provides information needed to calculate net income (loss) attributable to Community Health Systems, Inc. stockholders, which is adjusted for income attributable to noncontrolling interests (in millions):

Three Months Ended

Year Ended

December 31,

2025

2024

2025

2024

Net income (loss) attributable to Community Health Systems, Inc. stockholders:

Net income (loss)

160

(28

)

676

(362

)

Less: Income attributable to noncontrolling interests, net of taxes

167

154

Net income (loss) attributable to Community Health Systems, Inc. stockholders — basic and diluted

110

(70

)

509

(516

)

(c)

EBITDA is a non-GAAP financial measure which consists of net income (loss) attributable to Community Health Systems, Inc. before interest, income taxes, and depreciation and amortization. Adjusted EBITDA, also a non-GAAP financial measure, is EBITDA adjusted to add back net income attributable to noncontrolling interests and to exclude loss (gain) from early extinguishment of debt, impairment and (gain) loss on sale of businesses, expense from third-party consulting costs associated with significant process and systems redesign across multiple functions (the “Business Transformation Costs”) as part of the Company’s previously disclosed multi-year initiative to modernize and consolidate technology platforms and associated processes, expense related to government and other legal matters and related costs, expense related to employee termination benefits and other restructuring charges, and the impact of a change in estimate to increase the professional liability claims accrual recorded during the third quarter of 2024. The Company has from time to time sold noncontrolling interests in certain of its subsidiaries or acquired subsidiaries with existing noncontrolling interest ownership positions. The Company believes that it is useful to present Adjusted EBITDA because it adds back the portion of EBITDA attributable to these third-party interests. The Company reports Adjusted EBITDA as a measure of financial performance. Adjusted EBITDA is a key measure used by management to assess the operating performance of the Company’s hospital operations and to make decisions on the allocation of resources. Adjusted EBITDA is also used to evaluate the performance of the Company’s executive management team and is one of the primary metrics used in connection with determining short-term cash incentive compensation and the achievement of vesting criteria with respect to performance-based equity awards. In addition, management utilizes Adjusted EBITDA in assessing the Company’s consolidated results of operations and operational performance and in comparing the Company’s results of operations between periods. The Company believes it is useful to provide investors and other users of the Company’s financial statements this performance measure to align with how management assesses the Company’s results of operations. Adjusted EBITDA also is comparable to a similar metric called Consolidated EBITDA, as defined in the Company’s asset-based loan facility (the “ABL Facility”) and the Company’s existing note indentures, which is a key component in the determination of the Company’s compliance with certain covenants under the ABL Facility and such note indentures (including the Company’s ability to service debt and incur capital expenditures), and is used to determine the interest rate and commitment fee payable under the ABL Facility (although Adjusted EBITDA does not include all of the adjustments described in the ABL Facility). Adjusted EBITDA includes the Adjusted EBITDA attributable to hospitals that were divested during the course of such year, but in each case solely to the extent relating to the period prior to the consummation of the applicable divestiture.

Footnotes to Financial Highlights, Financial Statements and Selected Operating Data (Continued)

Adjusted EBITDA is not a measurement of financial performance under U.S. GAAP. It should not be considered in isolation or as a substitute for net income, operating income, or any other performance measure calculated in accordance with U.S. GAAP. The items excluded from Adjusted EBITDA are significant components in understanding and evaluating financial performance. The Company believes such adjustments are appropriate as the magnitude and frequency of such items can vary significantly and are not related to the assessment of normal operating performance. Additionally, this calculation of Adjusted EBITDA may not be comparable to similarly titled measures disclosed by other companies.

The following table reflects the reconciliation of Adjusted EBITDA, as defined, to net income (loss) attributable to Community Health Systems, Inc. stockholders from our condensed consolidated financial statements (in millions):

Three Months Ended

Year Ended

December 31,

2025

2024

2025

2024

Net income (loss) attributable to Community Health

Systems, Inc. stockholders

110

(70

)

509

(516

)

Adjustments:

Provision for income taxes

Depreciation and amortization

108

129

426

486

Net income attributable to noncontrolling interests

167

154

Interest expense, net

222

218

870

860

Loss (gain) from early extinguishment of debt

(97

)

(25

)

Impairment and (gain) loss on sale of businesses, net

(164

)

(406

)

301

Expense from business transformation costs

Change in estimate for professional claims liability

149

Adjusted EBITDA

395

428

1,526

1,540

(d)

The following table sets forth components reconciling the basic weighted-average number of shares to the diluted weighted-average number of shares (in millions):

Three Months Ended

Year Ended

December 31,

2025

2024

2025

2024

Weighted-average number of shares outstanding - basic

134

132

134

132

Add effect of dilutive securities:

Stock awards and options

Weighted-average number of shares outstanding - diluted

137

132

135

132

The Company generated a net loss attributable to Community Health Systems, Inc. stockholders during the three months and year ended December 31, 2024, so the effect of dilutive securities is not considered because their effect would be antidilutive. If the Company generated net income for these periods, the effect of stock awards and options on the diluted shares calculation would have been an increase of 2,141,387 shares and 1,333,424 shares during the three months and year ended December 31, 2024, respectively.

Footnotes to Financial Highlights, Financial Statements and Selected Operating Data (Continued)

(e)

The following supplemental table reconciles net income (loss) attributable to Community Health Systems, Inc. stockholders, as reported, on a per share (diluted) basis, to net income (loss) attributable to Community Health Systems, Inc. stockholders per share (diluted) with the adjustments described herein (total per share amounts may not add due to rounding). The Company believes that the presentation of non-GAAP adjusted net income (loss) attributable to Community Health Systems, Inc. stockholders per share (diluted) presents useful information to investors by highlighting the impact on net income (loss) attributable to Community Health Systems, Inc. stockholders per share (diluted) of selected items used in calculating Adjusted EBITDA which may not reflect the Company’s underlying operating performance and assisting in comparing the Company’s results of operations between periods.

Three Months Ended

Year Ended

December 31,

2025

2024

2025

2024

Net income (loss) per share (diluted), as reported

0.81

(0.53

)

3.77

(3.90

)

Adjustments:

Loss (gain) from early extinguishment of debt

0.04

(0.79

)

(0.20

)

Impairment and (gain) loss on sale of businesses, net

(0.86

)

0.05

(1.84

)

1.89

Expense from business transformation costs

0.06

0.05

0.31

Change in estimate for professional claims liability

0.88

Net income (loss) per share (diluted), excluding adjustments

(0.42

)

1.19

(1.03

)

(f)

Both income from operations and net income (loss) included a net non-cash income of $164 million and expense of $7 million for the three months ended December 31, 2025 and 2024, respectively, and a net non-cash income of $406 million and expense of $301 million for the year ended December 31, 2025 and 2024, respectively. The net non-cash income for the three months ended December 31, 2025 was primarily from a gain from the sale of the Company’s laboratory outreach business and additional consideration received from a prior year divestiture, partially offset by an impairment charge to adjust the carrying value of long-lived assets at one hospital that was divested at a price below carrying value and impairment charges recorded to reduce the carrying value of several assets that were idled or disposed. The non-cash income for the year ended December 31, 2025 was comprised of a gain related to the divestiture of four hospitals, the Company’s laboratory outreach business and additional cash consideration received from a prior year divestiture, partially offset by an impairment charge to adjust the carrying value of long-lived assets at three hospitals that were divested, or in which our ownership interest was divested, at a price below carrying value, and an impairment charge recorded to reduce the carrying value of several assets that were idled or disposed. The expense for the three months and year ended December 31, 2024 was primarily from impairment expense to reduce the carrying value of several assets that were idled, disposed of or held-for-sale and partially offset by gains on the sale of certain businesses during the period. These gains, losses and impairment charges do not have an impact on the calculation of the Company’s financial covenants under the ABL Facility.

(g)

The maximum aggregate principal amount under the ABL Facility is $1.0 billion, subject to borrowing base capacity. At December 31, 2025, the Company had no outstanding borrowings and approximately $786 million of additional borrowing capacity (after taking into consideration $34 million of outstanding letters of credit) under the ABL Facility.

(h)

Effective December 31, 2024, the number of hospitals was updated to separately distinguish facilities providing inpatient, acute-care services other than on the primary hospital campus.

Regulation FD Disclosure

Set forth below is selected information concerning the Company’s projected consolidated operating results for the year ending December 31, 2026. These projections are based on the Company’s historical operating performance, current trends and other assumptions that the Company believes are reasonable at this time. This 2026 guidance should be considered in conjunction with the assumptions included herein. See pages 18, 19 and 20 for a list of factors that could affect the future results of the Company or the healthcare industry generally. The following is provided as guidance to analysts and investors:

The original source-language text of this announcement is the official, authoritative version. Translations are provided as an accommodation only, and should be cross-referenced with the source-language text, which is the only version of the text intended to have legal effect.

2026 Projection Range

Net operating revenues (in millions)

11,600

12,000

Adjusted EBITDA (in millions)

1,340

1,490

Net loss per share - diluted

(0.60

)

0.00

Weighted-average diluted shares (in millions)

136

The following assumptions were used in developing the 2026 guidance provided above:

Other assumptions used in the above guidance:

A reconciliation of the Company’s projected 2026 Adjusted EBITDA, a forward-looking non-GAAP financial measure, to the Company’s projected net (loss) income attributable to Community Health Systems, Inc. stockholders, the most directly comparable GAAP financial measure, is shown below (in millions):

Year Ending

December 31, 2026

Low

High

Net (loss) income attributable to Community Health Systems, Inc.

stockholders (1)

(81

)

Adjustments:

Depreciation and amortization

365

385

Interest expense, net

820

840

Provision for income taxes

101

120

Net income attributable to noncontrolling interests

135

145

Adjusted EBITDA (1)

1,340

1,490

(1)

The Company does not include in this reconciliation the impact of certain items not included in the Company’s forecast set forth above that would be included in a reconciliation of historical net (loss) income attributable to Community Health Systems, Inc. stockholders to Adjusted EBITDA such as, but not limited to, losses (gains) from early extinguishment of debt and impairment and (gain) loss on sale of businesses, in light of the fact that such items are not determinable, and/or the inherent difficulty in quantifying such projected amounts, on a forward-looking basis.

2026

Guidance

Total

350

400

2026

Guidance

Total

600

700

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995 that involve risk and uncertainties. All statements in this press release other than statements of historical fact, including statements regarding projections, expected operating results, and other events that depend upon or refer to future events or conditions or that include words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “estimates,” “thinks,” and similar expressions, are forward-looking statements. Although the Company believes that these forward-looking statements are based on reasonable assumptions, these assumptions are inherently subject to significant regulatory, economic and competitive uncertainties and contingencies, which are difficult or impossible to predict accurately and may be beyond the control of the Company. Accordingly, the Company cannot give any assurance that its expectations will in fact occur and cautions that actual results may differ materially from those in the forward-looking statements. A number of factors could affect the future results of the Company or the healthcare industry generally and could cause the Company’s expected results to differ materially from those expressed in this press release.

These factors include, among other things:

The consolidated operating results for the three months and year ended December 31, 2025, are not necessarily indicative of the results that may be experienced for any future periods. The Company cautions that the projections for calendar year 2026 set forth in this press release are given as of the date hereof based on currently available information. The Company undertakes no obligation to revise or update any forward-looking statements (including such guidance), or to make any other forward-looking statements, whether as a result of new information, future events or otherwise.