SEC Form 4 · accession 0001209191-16-118263
HCA Healthcare, Inc. · HCA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jana Joustra Davis
Officer — SVP - Corporate Affairs
Period of report
May 4, 2016
Accepted (ET)
May 6, 2016 · 7:39 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000860730
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | May 4, 2016 | M | 6,756 | $6.4772 | A | 116,115 | D | |
| Common StockF1 | May 4, 2016 | S | 6,756 | $79.4219 | D | 109,359 | D | |
| Common Stock | May 5, 2016 | M | 11,264 | $5.9821 | A | 120,623 | D | |
| Common StockF2 | May 5, 2016 | S | 5,214 | $80.8045 | D | 115,409 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock Option (right to buy)F3,F4,F5 | $6.4772 | May 4, 2016 | M | 4,504 | D | — | Aug 27, 2019 | Common Stock | 4,504 | 0 | D |
| Non-Qualified Stock Option (right to buy)F3,F5 | $6.4772 | May 4, 2016 | M | 2,252 | D | Aug 27, 2011 | Aug 27, 2019 | Common Stock | 2,252 | 0 | D |
| Non-Qualified Stock Option (right to buy)F3,F6,F5 | $5.9821 | May 5, 2016 | M | 4,506 | D | — | Aug 27, 2019 | Common Stock | 4,506 | 0 | D |
| Non-Qualified Stock Option (right to buy)F3,F7,F5 | $5.9821 | May 5, 2016 | M | 6,758 | D | — | Aug 27, 2019 | Common Stock | 6,758 | 0 | D |
Explanation of responses
- F1The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $79.40 to $79.48, inclusive. The reporting person undertakes to provide to HCA Holdings, Inc., any security holder of HCA Holdings, 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.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $80.80 to $80.83, inclusive. The reporting person undertakes to provide to HCA Holdings, Inc., any security holder of HCA Holdings, 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.
- F3Exercise 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.
- F4The option vested in equal increments at the end of fiscal years 2010 and 2011 based upon the achievement of certain annual EBITDA performance targets.
- F5Shares 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.
- F6The option vested in equal increments at the end of fiscal years 2012 and 2013 based upon the achievement of certain annual EBITDA performance targets.
- F7The option vested in three equal annual installments beginning on August 27, 2012.