4 1 smi128.htm SEC Form 4

FORM 4

[ ] Check this box if no longer
subject to Section 16. Form 4 or Form
5 obligations may continue.
See Instruction 1(b).

(Print or Type Responses)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility
Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^* Smith, W. Randolph (Last) (First) (Middle) 3820 State Street (Street) Santa Barbara, CA 93105 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Tenet Healthcare Corporation THC		6. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer Other EVP & President - Western Division 7. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person
	3. I.R.S. Identification Number of Reporting Person, if an entity (voluntary)	4. Statement for Month/Day/Year March 11, 2003 5. If Amendment, Date of Original (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code and Voluntary Code (Instr. 8) Code \| V	4. Securities Acquired (A) or Disposed (D) Of (Instr. 3, 4, and 5) Amount \| A/D \| Price	5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Owner- ship Form: Direct(D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock					27036	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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(over)
SEC 1474 (9-02)

Smith, W. Randolph - March 11, 2003

Form 4 (continued)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned

(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)	2. Conver- sion or Exercise Price of Deri- vative Security	3. Transaction Date (Month/ Day/ Year)	3A. Deemed Execution Date, if any (Month/ Day/ Year)	4. Transaction Code and Voluntary (V) Code (Instr.8) Code \| V	5. Number of Derivative Securities Acquired (A) or Disposed (D) Of (Instr. 3,4 and 5)	6. Date Exercisable(DE) and Expiration Date(ED) (Month/Day/Year) (DE) \| (ED)	7. Title and Amount of Underlying Securities (Instr. 3 and 4)	8. Price of Derivative Security (Instr.5)	9. Number of Derivative Securities Beneficially Owned Following Reported Transactions (Instr.4)	10. Owner- ship Form of Deriv- ative Security: Direct (D) or Indirect (I) (Instr.4)	11. Nature of Indirect Beneficial Ownership (Instr.4)
2003 A Option (Right to Buy)	$16.65	03/11/2003		A \|	(A) 75,000	Vest Ratably \| 03/11/2013	Common Stock - 75,000		75,000	D
1999 C Option (Right to Buy)	$11.12					Vest Ratably \| 07/28/2009	Common Stock - 240,000		240,000	D
2000 B Option (Right to Buy)	$27.21					Vest Ratably \| 12/05/2010	Common Stock - 210,000		210,000	D
2001 D Option (Right to Buy)	$40.41					Vest Ratably \| 12/04/2011	Common Stock - 240,000		240,000	D
2002 B Option (Right to Buy)	$17.56					(1) \| 12/10/2012	Common Stock - 250,000		250,000	D

Explanation of Responses :

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see Instruction 6 for procedure.

Potential persons who are to respond to the collection of information contained in this form are not
required to respond unless the form displays a currently valid OMB number.

/s/ W. Randolph Smith __________________
** Signature of Reporting Person Date

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Smith, W. Randolph - March 11, 2003

Form 4 (continued)

FOOTNOTE Descriptions for Tenet Healthcare Corporation THC

Form 4 - March 2003

W. Randolph Smith
3820 State Street

Santa Barbara, CA 93105

Explanation of responses:

(1) These options vest four years from the grant date but are subject to accelered vesting. One-third of the options will vest one year from the grant date if the stock price has reached $24 or above and has been at that price level for 20 consecutive trading days. If the stock price is below that level, then one-third of the options will vest at any time after the first anniversary that the stock price is at least $24 and has been so for at least 20 consecutive trading days. An additional one-third of the options will vest two years from the grant date if the stock price has reached $27 or above and has been at that price level for 20 consecutive trading days. If the stock price on the second anniversary is below that level, then the additional one-third of the options will vest at any time after the second anniversary that the stock price is at least $27 and has been so for at least 20 consecutive trading days. The remaining one-third of the options will vest three years from the grant date if the stock price has reached $30 or above and has been at that price level for 20 consecutive trading days. If the stock price on the third anniversary is below that level, then the remaining one-third will vest at any time after the third anniversary that the stock price is at least $30 and has been so for at least 20 consecutive trading days.

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