SEC Form 4 · accession 0001209191-17-004684
HCA Healthcare, Inc. · HCA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ravi S. Chari
Officer — SVP-Clinical Excellence
Period of report
Jan 17, 2017
Accepted (ET)
Jan 19, 2017 · 7:55 pm EST
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 StockF2 | Jan 17, 2017 | M | 20,000 | $22.95 | A | 30,247 | D | |
| Common StockF2 | Jan 17, 2017 | M | 12,750 | $37.18 | A | 42,997 | D | |
| Common StockF2 | Jan 17, 2017 | M | 7,000 | $47.97 | A | 49,997 | D | |
| Common StockF2 | Jan 17, 2017 | M | 2,750 | $68.96 | A | 52,747 | D | |
| Common StockF2 | Jan 17, 2017 | F | 26,599 | $80.93 | D | 26,148 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation RightF3 | $22.95 | Jan 17, 2017 | M | 10,000 | D | — | Feb 8, 2022 | Common Stock | 10,000 | 0 | D |
| Stock Appreciation RightF4 | $22.95 | Jan 17, 2017 | M | 10,000 | D | — | Feb 8, 2022 | Common Stock | 10,000 | 0 | D |
| Stock Appreciation RightF5 | $37.18 | Jan 17, 2017 | M | 6,375 | D | — | Feb 6, 2023 | Common Stock | 6,375 | 0 | D |
| Stock Appreciation RightF6 | $37.18 | Jan 17, 2017 | M | 6,375 | D | — | Feb 6, 2023 | Common Stock | 6,375 | 2,125 | D |
| Stock Appreciation RightF7 | $47.97 | Jan 17, 2017 | M | 3,500 | D | — | Feb 5, 2024 | Common Stock | 3,500 | 0 | D |
| Stock Appreciation RightF8 | $47.97 | Jan 17, 2017 | M | 3,500 | D | — | Feb 5, 2024 | Common Stock | 3,500 | 3,500 | D |
| Stock Appreciation RightF9 | $68.96 | Jan 17, 2017 | M | 2,750 | D | — | Feb 4, 2025 | Common Stock | 2,750 | 8,250 | D |
Explanation of responses
- F1The exercise of stock appreciation rights and sale of shares reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person.
- F2Includes 568.0531 shares acquired under the HCA Holdings, Inc. Employee Stock Purchase Plan.
- F3The stock appreciation rights vested at the end of fiscal years 2012, 2013, 2014 and 2015 based upon the achievement of certain annual EBITDA performance targets.
- F4The stock appreciation right vested in four equal annual installments beginning on February 8, 2013.
- F5On February 6, 2013, the reporting person was granted 8,500 stock appreciation rights. The stock appreciation rights are eligible to vest in equal increments of up to 25% at the end of fiscal years 2013, 2014, 2015 and 2016 based upon the extent to which certain EBITDA performance targets have been met for the applicable fiscal year. EBITDA performance criteria for 2013, 2014 and 2015 was met, resulting in the vesting of 6,375 stock appreciation rights.
- F6The stock appreciation rights vest in four equal annual installments beginning on February 6, 2014.
- F7On February 5, 2014, the reporting person was granted 7,000 stock appreciation rights. The stock appreciation rights are eligible to vest in equal increments of up to 25% at the end of fiscal years 2014, 2015, 2016 and 2017 based upon the extent to which certain EBITDA performance targets have been met for the applicable fiscal year. EBITDA performance criteria for 2014 and 2015 was met, resulting in the vesting of 3,500 stock appreciation rights.
- F8The stock appreciation rights vest in four equal annual installments beginning on February 5, 2015.
- F9The stock appreciation rights vest in four equal annual installments beginning on February 4, 2016.