LifePoint Hospitals, Inc.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
CURRENT REPORT
Pursuant To Section 13 or 15(d) of the
Securities Exchange Act of 1934
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Date of
Report (Date of earliest event reported): May 4, 2007
LIFEPOINT
HOSPITALS, INC.
(Exact
name of registrant as specified in charter)
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Delaware
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0-51251
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20-1538254 |
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(State or Other Jurisdiction
of Incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.) |
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103 Powell Court, Suite 200
Brentwood, Tennessee
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37027 |
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(Address of principal
executive offices)
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(Zip Code) |
(615) 372-8500
(Registrants
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):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement
On April 26, 2007, Michael J. Culotta resigned as Chief Financial Officer of the Company,
which was previously reported in a Current Report on Form 8-K filed on May 2, 2007. On May 4,
2007, LifePoint Hospitals, CSGP, LLC (a subsidiary of LifePoint Hospitals, Inc. and, together with
LifePoint Hospitals, Inc., the Company) and Mr. Culotta entered into an Agreement to Cooperate
and General Release (the Agreement). A copy of the Agreement is attached as Exhibit 10.1.
Under the Agreement, Mr. Culotta agreed to cooperate with the Company in various matters in
which his knowledge of the business of the Company may be relevant and to assist the Company so as
to ensure a smooth and seamless transition of the responsibilities held and information learned by
him while employed by the Company. He also agreed that he had ceased participation in various
employment plans sponsored by the Company, and to release any claims he may have against the
Company. As consideration for entering into the Agreement, the Company agreed to pay Mr. Culotta a
total gross amount of $802,500 over the course of eighteen months following the date of the
Agreement. He also acknowledged certain terms of existing stock options and rights under Company
plans, including the expiration thereof upon and in relation to his resignation. Mr. Culotta also
agreed to certain confidentiality, noncompetition, nonsolicitation and other requirements under
the Agreement.
Item 9.01. Financial Statements and Exhibits.
10.1 Agreement to Cooperate and General Release, entered into on May 4, 2007, by and between
LifePoint Hospitals, CSGP, LLC and Michael J. Culotta.
Page 2
SIGNATURES
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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LIFEPOINT HOSPITALS, INC.
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By: |
/s/
Paul D. Gilbert
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Name: |
Paul D. Gilbert |
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Title: |
Senior Vice President and General Counsel |
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Date: May
10, 2007
EXHIBIT INDEX
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Exhibit |
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Number |
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Description |
10.1
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Agreement to Cooperate and General Release, entered into on May 4, 2007, by and between
LifePoint Hospitals, CSGP, LLC and Michael J. Culotta. |