false0001631569Maryland00016315692024-01-032024-01-03
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 (Date of earliest event reported): January 3, 2024
COMMUNITY HEALTHCARE TRUST INCORPORATED
(Exact Name of Registrant as Specified in Charter)
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MARYLAND | | 001-37401 | | 46-5212033 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
3326 Aspen Grove Drive, Suite 150, Franklin, Tennessee 37067
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(Address of principal executive offices) (Zip Code) |
(615) 771-3052
(Registrant's telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
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 (see General Instruction A.2. below):
☐ 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))
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each Class | Trading Symbol | Name of each exchange on which registered | |
| Common stock, $0.01 par value per share | CHCT | New York Stock Exchange | |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(e) On October 26, 2023, the Board of Directors (the “Board”) of Community Healthcare Trust Incorporated (the “Company”), at the recommendation of the compensation committee of the Board (the “Committee”), authorized and approved the First Amendment (the “Dupuy First Amendment”) to the Amended and Restated Employment Agreement by and between the Company and David H. Dupuy (the “Dupuy Employment Agreement”), the First Amendment (the “Monroe First Amendment”) to the Employment Agreement by and between the Company and William G. Monroe IV (the “Monroe Employment Agreement”), the Fifth Amendment (the “Stach Fifth Amendment”) to the Amended and Restated Employment Agreement by and between the Company and Leigh Ann Stach (the “Stach Employment Agreement”), and the Third Amendment (the “Meyer Third Amendment”) to the Employment Agreement by and between the Company and Timothy L. Meyer (the “Meyer Employment Agreement”). These amendments to each respective employment agreements were executed on January 3, 2024 and were effective as of January 1, 2024.
Dupuy Employment Agreement
The principal change in the Dupuy Employment Agreement resulting from the Dupuy First Amendment is to increase the base salary paid by the Company to David H. Dupuy for his employment as President and Chief Executive Officer (“Dupuy Base Salary”). Mr. Dupuy's previous Base Salary was $647,250.00. The Dupuy First Amendment increases the Dupuy Base Salary to $666,668.00 for 2024, which is a $17,418.00 increase.
The foregoing descriptions of the Dupuy First Amendment to the Dupuy Employment Agreement are qualified in their entirety by reference to the amended and restated Dupuy Employment Agreement, which is included as Exhibit 10.1 to the Current Report on Form 8-K filed with the Securities and Exchange Commission (the "SEC") on April 10, 2023, and the Dupuy First Amendment, which is included as Exhibit 10.1 to this Current Report on Form 8-K, and are incorporated by reference into this Item. The foregoing description of the Dupuy First Amendment does not purport to be complete and is qualified in its entirety by reference to such exhibits.
Monroe Employment Agreement
The principal change in the Monroe Employment Agreement resulting from the Monroe First Amendment is to increase the base salary paid by the Company to William G. Monroe for his employment as Executive Vice President and Chief Financial Officer (“Monroe Base Salary”). Mr. Monroe's previous Base Salary was $480,000.00. The Monroe First Amendment increases the Monroe Base Salary to $494,400.00 for 2024, which is a $14,400.00 increase.
The foregoing descriptions of the Monroe First Amendment to the Monroe Employment Agreement are qualified in their entirety by reference to the Monroe Employment Agreement, which is included as Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on May 17, 2023, and the Monroe First Amendment, which is included as Exhibit 10.2 to this Current Report on Form 8-K, and are incorporated by reference into this Item. The foregoing description of the Monroe First Amendment does not purport to be complete and is qualified in its entirety by reference to such exhibits.
Stach Employment Agreement
The principal change in the Stach Employment Agreement resulting from the Stach Fifth Amendment is to increase the base salary paid by the Company to Leigh Ann Stach for her employment as Executive Vice President and Chief Accounting Officer (“Stach Base Salary”). In 2023, the Stach Base Salary was $446,214.00. The Stach Fifth Amendment increases the Stach Base Salary to $459,600.00 for 2024, which is a $13,386.00 increase from 2023.
The foregoing descriptions of the Stach Fifth Amendment to the Stach Employment Agreement are qualified in their entirety by reference to the amended and restated Stach Employment Agreement, which is included as Exhibit 10.1 to the Current Report on Form 8-K filed with the SEC on May 3, 2019, the first amendment to the Stach Employment Agreement, which is included as Exhibit 10.4 to the Current Report on Form 8-K filed with the SEC on January 3, 2020, the second amendment to the Stach Employment Agreement, which is included as Exhibit 10.3 to the Current Report on Form 8-K filed with the SEC on January 4, 2021, the third amendment to the Stach Employment Agreement, which is included as Exhibit 10.3 to the Current Report on Form 8-K filed with the SEC on January 4, 2022, the fourth amendment to the Stach Employment Agreement, which is included as Exhibit 10.3 to the Current Report on Form 8-K filed with the SEC on January 4, 2023, and the Stach Fifth Amendment, which is included as Exhibit 10.3 to this Current Report on Form 8-K, and are incorporated by reference into this Item. The foregoing description of the Stach Fifth Amendment does not purport to be complete and is qualified in its entirety by reference to such exhibits.
Meyer Employment Agreement
The principal change in the Meyer Employment Agreement resulting from the Meyer Third Amendment is to increase the base salary paid by the Company to Timothy L. Meyer for his employment as Executive Vice President - Asset Management (“Meyer Base Salary”). In 2023, the Meyer Base Salary was $339,579.00. The Meyer Third Amendment increases the Meyer Base Salary to $349,766.00 for 2024, which is a $10,187.00 increase from 2023.
The foregoing descriptions of the Meyer Third Amendment to the Meyer Employment Agreement are qualified in their entirety by reference to the Meyer Employment Agreement, which is included as Exhibit 10.1 to the Form 10-Q for the Quarter Ended September 30, 2021 filed with the SEC on November 2, 2021, the Meyer first amendment to the Meyer Employment Agreement, which is included as Exhibit 10.4 to the Current Report on Form 8-K filed with the SEC on January 4, 2022, the Meyer second amendment to the Meyer Employment Agreement, which is included as Exhibit 10.4 to the Current Report on Form 8-K filed with the SEC on January 4, 2023, and the Meyer Third Amendment, which is included as Exhibit 10.4 to this Current Report on Form 8-K, and are incorporated by reference into this Item. The foregoing description of the Meyer Third Amendment does not purport to be complete and is qualified in its entirety by reference to such exhibits.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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Exhibit Number | | Description of Exhibits |
10.1 | | |
10.2 | | |
10.3 | | |
10.4 | | |
104 | | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the inline XBRL document) |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| COMMUNITY HEALTHCARE TRUST INCORPORATED |
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| By: | /s/ David H. Dupuy President and Chief Executive Officer |
Date: January 3, 2024 | | |
Exhibit 10.1
COMMUNITY HEALTHCARE TRUST
INCORPORATED
FIRST AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT
THIS FIRST AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “First Amendment”) by and between Community Healthcare Trust Incorporated, a Maryland corporation (the “Corporation”), and DAVID H. DUPUY (“Officer”) is made and entered into as of January 3, 2024 and effective as of January 1, 2024 (the “Effective Date”).
RECITALS
WHEREAS, the Corporation and Officer have entered into that certain Amended and Restated Employment Agreement dated April 6, 2023 (the “Employment Agreement”);
WHEREAS, in a meeting on October 26, 2023, the Board of Directors of the Corporation, at the recommendation of the Compensation Committee of the Corporation, approved a salary adjustment for the Officer through an amendment to the Amended and Restated Employment Agreement; and
WHEREAS, pursuant to Section 8.3 of the Amended and Restated Employment Agreement, any modification to the Amended and Restated Employment Agreement must be in writing and signed by the party against whom enforcement of such modification is sought.
NOW, THEREFORE, in consideration of the foregoing premises, and other good and valuable consideration, the receipt and sufficiency of which are hereby affirmed, the parties hereto agree to the following:
1. Amendment. The first sentence of Section 3.1 of the Amended and Restated Employment Agreement, is hereby deleted and replaced in its entirety by the following:
As payment for the services to be rendered by Officer as provided in Section 1 and subject to the terms and conditions of Section 2, Corporation agrees to pay to Officer a “Base Salary” of $666,668.00 per annum effective as of the Effective Date, payable in 24 equal semi-monthly installments, or in such other periodic installments as mutually agreed to by the Corporation and Officer.
2. No Further Amendment; Controlling Instrument. Except as provided herein, the Amended and Restated Employment Agreement shall remain in full force and effect and without other changes. In the event of a conflict between the terms of this First Amendment and the Amended and Restated Employment Agreement, this First Amendment shall control.
3. Employment Agreement. From and after the date of this First Amendment, any and all terms referring to the Amended and Restated Employment Agreement, as used in all of the documents evidencing the employment of the Officer, shall mean the Amended and Restated Employment Agreement as amended by this First Amendment.
4. Binding Effect. This First Amendment shall be binding upon the parties, their respective successors, and assigns.
5. Counterparts. This First Amendment may be executed in any number of counterparts, each of which will be deemed to be an original. Any or all counterpart originals may be executed by facsimile signature, each such signature to be deemed an original signature.
IN WITNESS WHEREOF, the parties hereto have executed and delivered this First Amendment as of January 3, 2024, to be effective as of the Effective Date.
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| COMPANY: | |
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| COMMUNITY HEALTHCARE TRUST INCORPORATED | |
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| By: | /s/ Leigh Ann Stach | |
| Name: | Leigh Ann Stach | |
| Title: | Executive Vice President and Chief Accounting Officer |
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| OFFICER: | |
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| /s/ David H. Dupuy | |
| David H. Dupuy | |
| President and Chief Executive Officer | |
Exhibit 10.2
COMMUNITY HEALTHCARE TRUST
INCORPORATED
FIRST AMENDMENT TO EMPLOYMENT AGREEMENT
THIS FIRST AMENDMENT TO THE EMPLOYMENT AGREEMENT (the “First Amendment”) by and between Community Healthcare Trust Incorporated, a Maryland corporation (the “Corporation”), and WILLIAM G. MONROE IV (“Officer”) is made and entered into as of January 3, 2024 and effective as of January 1, 2024 (the “Effective Date”).
RECITALS
WHEREAS, the Corporation and Officer have entered into that certain Employment Agreement dated May 17, 2023 (the “Employment Agreement”);
WHEREAS, in a meeting on October 26, 2023, the Board of Directors of the Corporation, at the recommendation of the Compensation Committee of the Corporation, approved a salary adjustment for the Officer through an amendment to the Employment Agreement; and
WHEREAS, pursuant to Section 8.3 of the Employment Agreement, any modification to the Employment Agreement must be in writing and signed by the party against whom enforcement of such modification is sought.
NOW, THEREFORE, in consideration of the foregoing premises, and other good and valuable consideration, the receipt and sufficiency of which are hereby affirmed, the parties hereto agree to the following:
1. Amendment. The first sentence of Section 3.1 of the Employment Agreement is hereby deleted and replaced in its entirety by the following:
As payment for the services to be rendered by Officer as provided in Section 1 and subject to the terms and conditions of Section 2, Corporation agrees to pay to Officer a “Base Salary” of $494,400.00 per annum effective as of the Effective Date, payable in 24 equal semi-monthly installments, or in such other periodic installments as mutually agreed to by the Corporation and Officer.
2. No Further Amendment; Controlling Instrument. Except as provided herein, the Employment Agreement shall remain in full force and effect and without other changes. In the event of a conflict between the terms of this First Amendment or the Employment Agreement, this First Amendment shall control.
3. Employment Agreement. From and after the date of this First Amendment, any and all terms referring to the Employment Agreement, as used in all of the documents evidencing the employment of the Officer, shall mean the Employment Agreement as amended by this First Amendment.
4. Binding Effect. This First Amendment shall be binding upon the parties, their respective successors, and assigns.
5. Counterparts. This First Amendment may be executed in any number of counterparts, each of which will be deemed to be an original. Any or all counterpart originals may be executed by facsimile signature, each such signature to be deemed an original signature.
IN WITNESS WHEREOF, the parties hereto have executed and delivered this First Amendment as of January 3, 2024, to be effective as of the Effective Date.
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| COMPANY: | |
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| COMMUNITY HEALTHCARE TRUST INCORPORATED | |
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| By: | /s/ David H. Dupuy | |
| Name: | David H. Dupuy |
| Title: | President and Chief Executive Officer |
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| OFFICER: | |
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| /s/ William G. Monroe IV | |
| William G. Monroe IV, Executive Vice President and Chief Financial Officer | |
Exhibit 10.3
COMMUNITY HEALTHCARE TRUST
INCORPORATED
FIFTH AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT
THIS FIFTH AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Fifth Amendment”) by and between Community Healthcare Trust Incorporated, a Maryland corporation (the “Corporation”), and LEIGH ANN STACH (“Officer”) is made and entered into as of January 3, 2024 and effective as of January 1, 2024 (the “Effective Date”).
RECITALS
WHEREAS, the Corporation and Officer have entered into that certain Amended and Restated Employment Agreement dated May 1, 2019 (the “Employment Agreement”), by the First Amendment to the Employment Agreement (the "First Amendment") dated January 3, 2020, by the Second Amendment to the Employment Agreement (the "Second Amendment") dated January 4, 2021, by the Third Amendment to the Employment Agreement (the "Third Amendment") dated January 4, 2022 and by the Fourth Amendment to the Employment Agreement (the "Fourth Amendment") dated January 3, 2023;
WHEREAS, in a meeting on October 26, 2023, the Board of Directors of the Corporation, at the recommendation of the Compensation Committee of the Corporation, approved a salary adjustment for the Officer through an amendment to the Employment Agreement; and
WHEREAS, pursuant to Section 8.3 of the Employment Agreement, any modification to the Employment Agreement must be in writing and signed by the party against whom enforcement of such modification is sought.
NOW, THEREFORE, in consideration of the foregoing premises, and other good and valuable consideration, the receipt and sufficiency of which are hereby affirmed, the parties hereto agree to the following:
1. Amendment. The first sentence of Section 3.1 of the Employment Agreement, as amended by the First Amendment, the Second Amendment, the Third Amendment, and Fourth Amendment, is hereby deleted and replaced in its entirety by the following:
As payment for the services to be rendered by Officer as provided in Section 1 and subject to the terms and conditions of Section 2, Corporation agrees to pay to Officer a “Base Salary” of $459,600.00 per annum effective as of the Effective Date, payable in 24 equal semi-monthly installments, or in such other periodic installments as mutually agreed to by the Corporation and Officer.
2. No Further Amendment; Controlling Instrument. Except as provided herein, the Employment Agreement shall remain in full force and effect and without other changes. In the event of a conflict between the terms of this Fifth Amendment, the Employment Agreement, the First Amendment, the Second Amendment, the Third Amendment, or the Fourth Amendment, this Fifth Amendment shall control.
3. Employment Agreement. From and after the date of this Fifth Amendment, any and all terms referring to the Employment Agreement, as used in all of the documents evidencing the employment of the Officer, shall mean the Employment Agreement as amended by this Fifth Amendment.
4. Binding Effect. This Fifth Amendment shall be binding upon the parties, their respective successors, and assigns.
5. Counterparts. This Fifth Amendment may be executed in any number of counterparts, each of which will be deemed to be an original. Any or all counterpart originals may be executed by facsimile signature, each such signature to be deemed an original signature.
IN WITNESS WHEREOF, the parties hereto have executed and delivered this Fifth Amendment as of January 3, 2024, to be effective as of the Effective Date.
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| COMPANY: |
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| COMMUNITY HEALTHCARE TRUST INCORPORATED |
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| By: | /s/ David H. Dupuy |
| | David H. Dupuy |
| Title: | President and Chief Executive Officer |
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| OFFICER: |
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| /s/ Leigh Ann Stach |
| Leigh Ann Stach, Executive Vice President and Chief Accounting Officer |
Exhibit 10.4
COMMUNITY HEALTHCARE TRUST
INCORPORATED
THIRD AMENDMENT TO EMPLOYMENT AGREEMENT
THIS THIRD AMENDMENT TO THE EMPLOYMENT AGREEMENT (the “Third Amendment”) by and between Community Healthcare Trust Incorporated, a Maryland corporation (the “Corporation”), and TIMOTHY L. MEYER (“Officer”) is made and entered into as of January 3, 2024 and effective as of January 1, 2024 (the “Effective Date”).
RECITALS
WHEREAS, the Corporation and Officer have entered into that certain Employment Agreement dated October 1, 2021 (the “Employment Agreement”), by the First Amendment to the Employment Agreement (the "First Amendment") dated January 4, 2022, and by the Second Amendment to the Employment Agreement (the "Second Amendment") dated January 3, 2023;
WHEREAS, in a meeting on October 26, 2023, the Board of Directors of the Corporation, at the recommendation of the Compensation Committee of the Corporation, approved a salary adjustment for the Officer through an amendment to the Employment Agreement; and
WHEREAS, pursuant to Section 8.3 of the Employment Agreement, any modification to the Employment Agreement must be in writing and signed by the party against whom enforcement of such modification is sought.
NOW, THEREFORE, in consideration of the foregoing premises, and other good and valuable consideration, the receipt and sufficiency of which are hereby affirmed, the parties hereto agree to the following:
1. Amendment. The first sentence of Section 3.1 of the Employment Agreement, as amended by the Third Amendment, is hereby deleted and replaced in its entirety by the following:
As payment for the services to be rendered by Officer as provided in Section 1 and subject to the terms and conditions of Section 2, Corporation agrees to pay to Officer a “Base Salary” of $349,766.00 per annum effective as of the Effective Date, payable in 24 equal semi-monthly installments, or in such other periodic installments as mutually agreed to by the Corporation and Officer.
2. No Further Amendment; Controlling Instrument. Except as provided herein, the Employment Agreement shall remain in full force and effect and without other changes. In the event of a conflict between the terms of this Third Amendment, the Employment Agreement, the First Amendment, or the Second Amendment, this Third Amendment shall control.
3. Employment Agreement. From and after the date of this Third Amendment, any and all terms referring to the Employment Agreement, as used in all of the documents evidencing the employment of the Officer, shall mean the Employment Agreement as amended by this Third Amendment.
4. Binding Effect. This Third Amendment shall be binding upon the parties, their respective successors, and assigns.
5. Counterparts. This Third Amendment may be executed in any number of counterparts, each of which will be deemed to be an original. Any or all counterpart originals may be executed by facsimile signature, each such signature to be deemed an original signature.
IN WITNESS WHEREOF, the parties hereto have executed and delivered this Third Amendment as of January 3, 2024, to be effective as of the Effective Date.
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| COMPANY: |
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| COMMUNITY HEALTHCARE TRUST INCORPORATED |
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| By: | /s/ David H. Dupuy |
| Name: | David H. Dupuy |
| Title: | President & Chief Executive Officer |
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| OFFICER: |
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| /s/ Timothy L. Meyer |
| Timothy L. Meyer |
| Executive Vice President - Asset Management |
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Commmunity Healthcare (NYSE:CHCT)
Historical Stock Chart
From Jul 2024 to Aug 2024
Commmunity Healthcare (NYSE:CHCT)
Historical Stock Chart
From Aug 2023 to Aug 2024