SEC Form 4 · accession 0001209191-18-007219
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 31, 2018
Accepted (ET)
Feb 2, 2018 · 7:33 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 StockF1 | Jan 31, 2018 | M | 3,825 | $37.18 | A | 5,182 | D | |
| Common StockF1 | Jan 31, 2018 | M | 3,150 | $47.97 | A | 8,332 | D | |
| Common StockF1 | Jan 31, 2018 | M | 2,750 | $68.96 | A | 11,082 | D | |
| Common StockF1 | Jan 31, 2018 | M | 5,125 | $69.58 | A | 16,207 | D | |
| Common StockF1 | Jan 31, 2018 | F | 9,937 | $101.16 | D | 6,270 | D | |
| Common Stock | Feb 1, 2018 | S | 568 | $103.08 | D | 5,702 | D | |
| Common Stock | Feb 1, 2018 | S | 10,000 | $101.50 | D | 0 | I | By GRAT (Spouse, Trustee) |
| Common StockF2 | Feb 2, 2018 | S | 5,702 | $102.009 | D | 0 | 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 | $37.18 | Jan 31, 2018 | M | 2,125 | D | — | Feb 6, 2023 | Common Stock | 2,125 | 0 | D |
| Stock Appreciation RightF4 | $37.18 | Jan 31, 2018 | M | 1,700 | D | — | Feb 6, 2023 | Common Stock | 1,700 | 0 | D |
| Stock Appreciation RightF5 | $47.97 | Jan 31, 2018 | M | 1,400 | D | — | Feb 5, 2024 | Common Stock | 1,400 | 0 | D |
| Stock Appreciation RightF6 | $47.97 | Jan 31, 2018 | M | 1,750 | D | — | Feb 5, 2024 | Common Stock | 1,750 | 1,750 | D |
| Stock Appreciation RightF7 | $68.96 | Jan 31, 2018 | M | 2,750 | D | — | Feb 4, 2025 | Common Stock | 2,750 | 5,500 | D |
| Stock Appreciation RightF8 | $69.58 | Jan 31, 2018 | M | 5,125 | D | — | Jan 29, 2026 | Common Stock | 5,125 | 5,125 | D |
| Stock Appreciation RightF9 | $101.16 | Jan 31, 2018 | A | 18,300 | A | Jan 31, 2019 | Jan 31, 2028 | Common Stock | 18,300 | 18,300 | D |
Explanation of responses
- F1Includes 568.0531 shares acquired under the HCA Holdings, Inc. Employee Stock Purchase Plan.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $102.00 to $102.041, 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.
- F3The stock appreciation rights vested in four equal annual installments beginning on February 6, 2014.
- F4The 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.
- F5The stock appreciation rights vested at the end of fiscal year 2016 based upon the achievement of certain annual EBITDA performance targets.
- F6The stock appreciation rights vest in four equal annual installments beginning on February 5, 2015.
- F7The stock appreciation rights vest in four equal annual installments beginning on February 4, 2016.
- F8The stock appreciation rights vest in four equal annual installments beginning on January 29, 2017.
- F9The stock appreciation rights vest in four equal annual installments beginning on January 31, 2019.