Thomas F. Frist III - Apr 29, 2025 Form 4 Insider Report for HCA Healthcare, Inc. (HCA)

Signature
/s/ Will Morrow, Attorney-in-Fact
Stock symbol
HCA
Transactions as of
Apr 29, 2025
Transactions value $
$0
Form type
4
Date filed
5/1/2025, 06:49 PM
Previous filing
Jul 24, 2024

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HCA Common Stock, par value $0.01 per share Award $0 +1.32K +9.78% $0.00 14.8K Apr 29, 2025 Direct F1
holding HCA Common Stock, par value $0.01 per share 3.59M Apr 29, 2025 Held indirectly through Hercules Holding II F2, F3
holding HCA Common Stock, par value $0.01 per share 9.5K Apr 29, 2025 Held indirectly through Hercules Holding II by Spouse F3, F4
holding HCA Common Stock, par value $0.01 per share 28.5K Apr 29, 2025 Held indirectly through Hercules Holding II by Trusts for Children F3, F5
holding HCA Common Stock, par value $0.01 per share 2.35M Apr 29, 2025 Held indirectly through Hercules Holding II by Trusts for Children F3, F5
holding HCA Common Stock, par value $0.01 per share 1.03M Apr 29, 2025 Held indirectly through Hercules Holding II by Thomas F. Frist III 2007 Family Trust F3, F6
holding HCA Common Stock, par value $0.01 per share 36.6M Apr 29, 2025 Held indirectly through Hercules Holding II by Frisco, Inc. F3, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents common stock of HCA Healthcare, Inc. underlying 645 restricted share units attributable to an annual director equity award and 675 restricted share units received in lieu of annual cash retainers for service as a director and as Chairman of the Board. The restricted share units shall vest on the sooner of the date of the 2026 annual shareholders' meeting of HCA Healthcare, Inc. or the first anniversary of the grant date. Vested shares will be delivered to the Reporting Person on the date the Reporting Person ceases to be a member of the Board of Directors of HCA Healthcare, Inc.
F2 The Reporting Person directly owns 3,590,019.444 units of Hercules Holding II ("Hercules") and may therefore be deemed to own indirectly the same number of shares of common stock of HCA Healthcare, Inc.
F3 Hercules holds 68,912,077 shares of common stock of HCA Healthcare, Inc. Hercules is held by a private investor group, including affiliates of HCA Inc. founder Dr. Thomas F. Frist Jr. The Reporting Person may be deemed to be a member of a group exercising voting and investment control over the shares of common stock of HCA Healthcare, Inc. held by Hercules. However, the Reporting Person disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein.
F4 The Reporting Person may be deemed to own indirectly 9,496.54 units of Hercules owned by his spouse, and may therefore be deemed to own indirectly the same number of shares of common stock of HCA Healthcare, Inc.
F5 The Reporting Person may be deemed to own indirectly (i) 28,489.62 units of Hercules held by certain trusts for the benefit of his children, of each of which his sister is a trustee, and (ii) 2,348,330.3574 units of Hercules held by certain trusts for the benefit of his children, of each of which his spouse is a trustee, and may therefore be deemed to own indirectly the same number of shares of common stock of HCA Healthcare, Inc.
F6 The Reporting Person may be deemed to own indirectly 1,033,528.4872 units of Hercules held by The Thomas F. Frist III 2007 Family Trust, of which his spouse is a trustee, and may therefore be deemed to own indirectly the same number of shares of common stock of HCA Healthcare, Inc.
F7 The Reporting Person may be deemed to share voting and dispositive power with respect to 36,629,163.8593 shares of common stock of HCA Healthcare, Inc. beneficially owned by Frisco, Inc., by virtue of his position as a director of Frisco, Inc. Frisco, Inc. holds 36,629,163.8593 units of Hercules, and may therefore be deemed to own indirectly the same number of shares of common stock of HCA Healthcare, Inc.