SEC Form 4 · accession 0001209191-17-035514
HCA Healthcare, Inc. · HCA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jana Joustra Davis
Officer — SVP - Mktg. & Corp. Affairs
Period of report
May 23, 2017
Accepted (ET)
May 25, 2017 · 5:29 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 23, 2017 | M | 48,750 | $37.18 | A | 107,892 | D | |
| Common Stock | May 23, 2017 | M | 25,375 | $47.97 | A | 133,267 | D | |
| Common Stock | May 23, 2017 | M | 5,500 | $68.96 | A | 138,767 | D | |
| Common Stock | May 23, 2017 | M | 2,562 | $69.58 | A | 141,329 | D | |
| Common Stock | May 23, 2017 | F | 59,902 | $81.93 | D | 81,427 | D | |
| Common StockF1 | May 23, 2017 | S | 54,689 | $82.3507 | D | 26,378 | D | |
| Common Stock | holding | — | — | — | 29,397 | I | By GRAT (Spouse, Trustee) |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation RightF2 | $37.18 | May 23, 2017 | M | 25,000 | D | — | Feb 6, 2023 | Common Stock | 25,000 | 0 | D |
| Stock Appreciation RightF3 | $37.18 | May 23, 2017 | M | 23,750 | D | — | Feb 6, 2023 | Common Stock | 23,750 | 0 | D |
| Stock Appreciation RightF4 | $47.97 | May 23, 2017 | M | 13,125 | D | — | Feb 5, 2024 | Common Stock | 13,125 | 4,375 | D |
| Stock Appreciation RightF5 | $47.97 | May 23, 2017 | M | 12,250 | D | — | Feb 5, 2024 | Common Stock | 12,250 | 0 | D |
| Stock Appreciation RightF6 | $68.96 | May 23, 2017 | M | 5,500 | D | — | Feb 4, 2025 | Common Stock | 5,500 | 5,500 | D |
| Stock Appreciation RightF7 | $69.58 | May 23, 2017 | M | 2,562 | D | — | Jan 29, 2026 | Common Stock | 2,562 | 7,688 | 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 $82.00 to $82.48, 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.
- F2The stock appreciation rights vested in four equal annual installments beginning on February 6, 2014.
- F3The stock appreciation rights vested at the end of fiscal years 2013, 2014, 2015 and 2016 based upon the achievement of certain annual EBITDA performance targets.
- F4The stock appreciation rights vest in four equal annual installments beginning on February 5, 2015.
- F5The stock appreciation rights vested at the end of fiscal years 2014, 2015 and 2016 based upon the achievement of certain annual EBITDA performance targets.
- F6The stock appreciation rights vest in four equal annual installments beginning on February 4, 2016.
- F7The stock appreciation rights vest in four equal annual installments beginning on January 29, 2017.