SEC Form 4 · accession 0001209191-18-011628
HCA Healthcare, Inc. · HCA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jonathan B Perlin
Officer — Pres-Clinical Services & CMO
Period of report
Feb 16, 2018
Accepted (ET)
Feb 20, 2018 · 8:07 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 16, 2018 | M | 38,480 | $17.33 | A | 119,778 | D | |
| Common StockF1 | Feb 16, 2018 | S | 38,480 | $102.0509 | D | 81,298 | D | |
| Common Stock | holding | — | — | — | 913 | I | By 2011 GRAT, Reporting Person Trustee | |
| Common Stock | holding | — | — | — | 3,846 | I | By 2012 GRAT, Reporting Person Trustee |
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)F2,F3,F4 | $17.33 | Feb 16, 2018 | M | 980 | D | — | Nov 2, 2021 | Common Stock | 980 | 36,520 | D |
| Non-Qualified Stock Option (right to buy)F2,F5,F4 | $17.33 | Feb 16, 2018 | M | 37,500 | D | — | Nov 2, 2021 | Common Stock | 37,500 | 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 $102.00 to $102.19, 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.
- F2Exercise 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.
- F3The option vested in three equal annual installments beginning on November 2, 2013.
- F4Shares 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.
- F5The option vested in three equal installments at the end of fiscal years 2012, 2013 and 2014 based upon the achievement of certain annual EBITDA performance targets.