Contract analysis

Section 1. Identification of Taxpayer The following information identifies the taxpayer making this election: Taxpayer Name: [Insert full legal name of taxpayer/electing individual] Taxpayer Address: [Insert street address, city, state, ZIP code] Taxpayer Social Security Number: [Insert SSN: xxx-xx-xxxx] Taxable Year: The taxable year for which this election is being made is the calendar year ending December 31, [__]

Section 2. Description of Election The undersigned taxpayer hereby makes an election pursuant to Section 83(b) of the Internal Revenue Code of 1986, as amended (the "Code"), and Treasury Regulations Section 1.83-2 promulgated thereunder, with respect to the property described below. This election is made to include in gross income, as compensation for services, the excess (if any) of the fair market value of the prop

Section 3. Identification of Property Description of property with respect to which the election is being made: [Insert number] Class B Units (the "Units") of Ardent Healthcare Holdings LLC, a Delaware limited liability company (EIN: [Insert EIN]), issued pursuant to the terms of the Amended and Restated Limited Liability Company Agreement of Ardent Healthcare Holdings LLC, dated as of [Insert Closing Date] (the "LLC

Section 4. Date of Transfer Date on which the property was transferred to the taxpayer: [Insert date of property transfer / closing date] Instruction: This is the date on which the taxpayer received the Units. The transfer date is the closing date of the transaction pursuant to the Merger Agreement. Under Treasury Regulations Section 1.83-3(a), property is transferred when a person acquires a beneficial ownership int

Section 5. Taxable Year The taxable year for which this election is made: Calendar year ending December 31, [__].

Section 6. Nature of Restrictions Description of the restrictions to which the property is subject: The Units are subject to the following restrictions, which constitute a substantial risk of forfeiture within the meaning of Section 83(c) of the Code: [Insert description of vesting schedule and forfeiture conditions, including the information described below.] Instruction: Describe the substantial risk of forfeiture

Section 7. Fair Market Value of Property Aggregate fair market value of the property at the time of transfer (determined without regard to any restriction other than a restriction which by its terms will never lapse): $[Insert FMV amount] Instruction: Insert the aggregate fair market value of the unvested Units as of the transfer date, determined without regard to any lapsing restriction (e.g., vesting conditions or

Section 8. Amount Paid for Property Amount paid by the taxpayer for the property: $[Insert amount paid, if any] Instruction: If the Units were received in exchange for cash, insert the dollar amount of cash paid. If the Units were received in exchange for a contribution of property (e.g., membership interests in Pinnacle Health Services Group LLC or another acquired entity rolled over into the acquiring entity), desc

Section 9. Excess of Fair Market Value over Amount Paid The amount to include in gross income for the taxable year of the transfer is: $[Insert amount, being the excess of FMV (Section 7 above) over amount paid (Section 8 above)] Instruction: This is the amount the taxpayer elects to include in gross income as compensation income for the taxable year in which the transfer occurred, computed as the excess (if any) of

Section 10. Statement Regarding Furnished Copies A copy of this election has been furnished to Ardent Healthcare Holdings LLC, at the address set forth below. A copy of this election will also be attached to the undersigned taxpayer's federal income tax return for the taxable year in which the above-described transfer was made, in accordance with Treasury Regulations Section 1.83-2(c). Name of transferor / service re

Section 11. Signature The undersigned taxpayer certifies that the foregoing statements are true, correct, and complete to the best of the taxpayer's knowledge and belief. ________________________________________ Signature of Taxpayer Printed Name: [Insert taxpayer name] Date: [Insert date of execution] If the taxpayer is married and files a joint federal income tax return, the taxpayer's spouse should also sign below

1. To the transferor / service recipient entity: Provide a copy of the signed election to: Ardent Healthcare Holdings LLC [Insert address] Attention: [Insert appropriate contact name and/or title, e.g., General Counsel or Chief Financial Officer] The taxpayer should deliver this copy promptly after the closing date. Delivery may be made by hand, by overnight courier, by email (in PDF format) to the designated contact

2. To the taxpayer's tax return: Attach a copy of the signed election to the taxpayer's federal income tax return (Form 1040 or Form 1040-SR, as applicable) for the taxable year in which the transfer occurred. If the taxpayer files his or her return electronically, the taxpayer should consult with his or her tax advisor regarding the appropriate method for attaching the election to an electronically filed return.

3. Retain a copy for records: The taxpayer should retain a copy of the signed election and all proof of mailing (including the certified mail receipt, the return receipt (green card), and any other delivery confirmation) for his or her permanent tax records. These records should be kept for at least the period of the applicable statute of limitations (generally three years from the date the return is filed or the due