Filing Details
- Accession Number:
- 0001209191-18-007237
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2018-02-02 19:53:29
- Reporting Period:
- 2018-01-31
- Accepted Time:
- 2018-02-02 19:53:29
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 860730 | Hca Healthcare Inc. | HCA | Services-General Medical & Surgical Hospitals, Nec (8062) | 273865930 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1373493 | B Jonathan Perlin | One Park Plaza Nashville TN 37203 | Pres-Clinical Services & Cmo | No | Yes | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Acquisiton | 2018-01-31 | 27,594 | $5.98 | 76,713 | No | 4 | M | Direct | |
| Common Stock | Acquisiton | 2018-01-31 | 16,554 | $6.48 | 93,267 | No | 4 | M | Direct | |
| Common Stock | Acquisiton | 2018-01-31 | 5,518 | $10.92 | 98,785 | No | 4 | M | Direct | |
| Common Stock | Acquisiton | 2018-01-31 | 5,518 | $15.91 | 104,303 | No | 4 | M | Direct | |
| Common Stock | Disposition | 2018-01-31 | 23,005 | $101.55 | 81,298 | No | 4 | S | Direct |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | M | Direct | |
| No | 4 | M | Direct | |
| No | 4 | M | Direct | |
| No | 4 | M | Direct | |
| No | 4 | S | Direct |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Non-Qualified Stock Option (right to buy) | Disposition | 2018-01-31 | 16,556 | $0.00 | 16,556 | $5.98 |
| Common Stock | Non-Qualified Stock Option (right to buy) | Disposition | 2018-01-31 | 11,038 | $0.00 | 11,038 | $5.98 |
| Common Stock | Non-Qualified Stock Option (right to buy) | Disposition | 2018-01-31 | 5,518 | $0.00 | 5,518 | $6.48 |
| Common Stock | Non-Qualified Stock Option (right to buy) | Disposition | 2018-01-31 | 11,036 | $0.00 | 11,036 | $6.48 |
| Common Stock | Non-Qualified Stock Option (right to buy) | Disposition | 2018-01-31 | 5,518 | $0.00 | 5,518 | $10.92 |
| Common Stock | Non-Qualified Stock Option (right to buy) | Disposition | 2018-01-31 | 5,518 | $0.00 | 5,518 | $15.91 |
| Common Stock | Stock Appreciation Right | Acquisiton | 2018-01-31 | 32,020 | $0.00 | 32,020 | $101.16 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 0 | 2019-08-27 | No | 4 | M | Direct | |
| 0 | 2019-08-27 | No | 4 | M | Direct | |
| 0 | 2011-08-27 | 2019-08-27 | No | 4 | M | Direct |
| 0 | 2019-08-27 | No | 4 | M | Direct | |
| 0 | 2010-08-27 | 2019-08-27 | No | 4 | M | Direct |
| 0 | 2019-08-27 | No | 4 | M | Direct | |
| 32,020 | 2019-01-31 | 2028-01-31 | No | 4 | A | Direct |
Reported Non-Derivative Holdings
| Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
|---|---|---|---|
| Common Stock | 913 | Indirect | By 2011 GRAT, Reporting Person Trustee |
| Common Stock | 3,846 | Indirect | By 2012 GRAT, Reporting Person Trustee |
Footnotes
- The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $101.35 to $101.80, inclusive. The reporting person undertakes to provide to HCA Healthcare, Inc., any security holder of HCA Healthcare, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
- Exercise Price was adjusted to reflect a 4.505 to 1 stock split that occurred with respect to the Issuer's common stock effective March 9, 2011.
- The option was scheduled to vest in three equal annual installments beginning on August 27, 2012. A change in control of the Issuer occurred effective November 1, 2013, resulting in the accelerated vesting of the option as to the shares that remained unvested.
- Shares have been adjusted to reflect a 4.505 to 1 stock split that occurred with respect to the Issuer's common stock effective March 9, 2011.
- The option vested in equal increments (i) at the end of fiscal year 2012 upon the achievement of certain annual EBITDA performance targets and (ii) upon a change in control (as defined in the 2006 Stock Incentive Plan for Key Employees of HCA Holdings, Inc. and its Affiliates as Amended and Restated) of the Issuer which occurred effective November 1, 2013.
- The option vested at the end of fiscal years 2010 and 2011 based upon the achievement of certain annual EBITDA performance targets.
- The option vested at the end of fiscal year 2009 based upon the achievement of certain annual EBITDA performance targets.
- The stock appreciation rights vest in four equal annual installments beginning on January 31, 2019.
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