SEC Form 4 · accession 0001209191-18-010514

HCA Healthcare, Inc. · HCA

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — SVP

Period of report

Feb 13, 2018

Accepted (ET)

Feb 15, 2018 · 6:35 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 Stock	Feb 13, 2018	M	5,664	$5.9821	A	138,539	D
Common Stock	Feb 13, 2018	M	6,756	$6.4772	A	145,295	D
Common Stock	Feb 13, 2018	M	2,252	$10.9168	A	147,547	D
Common Stock	Feb 13, 2018	M	2,252	$15.9112	A	149,799	D
Common Stock	Feb 13, 2018	M	75,000	$22.95	A	224,799	D
Common Stock	Feb 13, 2018	F	44,535	$98.92	D	180,264	D
Common Stock	holding	—	—		—	26,478	I	By AWC 2012 Trust (Spouse, Trustee)
Common Stock	holding	—	—		—	42,478	I	By MNC 2012 Trust (Spouse, Trustee)
Common Stock	holding	—	—		—	33,196	I	By Trust f/b/o AWC (Spouse, Trustee)
Common Stock	holding	—	—		—	33,196	I	By Trust f/b/o MNC (Spouse, Trustee)
Common Stock	holding	—	—		—	65,629	I	By Trust (Daughter, Trustee)

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Non-Qualified Stock Option (right to buy)^F1,F2,F3	$5.9821	Feb 13, 2018	M	1,158	D	—	Aug 27, 2019	Common Stock	1,158	D
Non-Qualified Stock Option (right to buy)^F1,F4,F3	$5.9821	Feb 13, 2018	M	4,506	D	—	Aug 27, 2019	Common Stock	4,506	D
Non-Qualified Stock Option (right to buy)^F1,F3	$6.4772	Feb 13, 2018	M	2,252	D	Aug 27, 2011	Aug 27, 2019	Common Stock	2,252	D
Non-Qualified Stock Option (right to buy)^F1,F5,F3	$6.4772	Feb 13, 2018	M	4,504	D	—	Aug 27, 2019	Common Stock	4,504	D
Non-Qualified Stock Option (right to buy)^F1,F3	$10.9168	Feb 13, 2018	M	2,252	D	Aug 27, 2010	Aug 27, 2019	Common Stock	2,252	D
Non-Qualified Stock Option (right to buy)^F1,F6,F3	$15.9112	Feb 13, 2018	M	2,252	D	—	Aug 27, 2019	Common Stock	2,252	D
Stock Appreciation Right^F7	$22.95	Feb 13, 2018	M	37,500	D	—	Feb 8, 2022	Common Stock	37,500	D
Stock Appreciation Right^F8	$22.95	Feb 13, 2018	M	37,500	D	—	Feb 8, 2022	Common Stock	37,500	D

F1Exercise 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.
F2The 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.
F3Shares 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.
F4The 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.
F5The option vested at the end of fiscal years 2010 and 2011 based upon the achievement of certain annual EBITDA performance targets.
F6The option vested at the end of fiscal year 2009 based upon the achievement of certain annual EBITDA performance targets.
F7The stock appreciation rights vested in four equal annual installments beginning on February 8, 2013.
F8The 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.