Form 4 for HCA HCA Healthcare
Accepted 2024-11-01 00:00:00 ET · period of report 2024-10-30 · accession 0000891836-24-000048 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| MI | 2024-11-01 | 2024-10-30 | HCA | Elcan Patricia F | 10% | J - Other | $361.55 | 0 | 0 | New | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock, par value $0.01 per share | 2024-10-30 | J | D | 138,000 | $361.55 | 638,573.96 | I Held indirectly through Hercules Holding II | — | — | (F10) (continued from footnote 9) Each of these transfers was made at a price per unit of Hercules equal to $361.55 (the average of the high and low prices of the shares of common stock of HCA Healthcare, Inc. on October 30, 2024), which price was paid by transfer of a diversified basket of marketable securities and $13,726.20 in cash (in the case of The Patricia Frist Elcan 2011 Family Trust) and a diversified basket of marketable securities, mutual fund shares and $18,766,307.56 in cash (in the case of the three trusts). In each case, these transfers did not change the total number of shares of common stock of HCA Healthcare, Inc. of which the Reporting Person may be deemed to have beneficial ownership. (F9) Pursuant to a power of substitution, on October 30, 2024, the Reporting Person transferred 138,000 jointly owned units of Hercules to The Patricia Frist Elcan 2011 Family Trust, 638,573.9641 jointly owned units of Hercules to three trusts for the benefit of her children of which the Reporting Person's spouse is trustee and 244,626.0359 directly owned units of Hercules to three trusts for the benefit of her children of which the Reporting Person's spouse is trustee. (continued in footnote 10) (F3) The Reporting Person jointly owned with her spouse 776,573.9641 units of Hercules and therefore may have been deemed to own indirectly the same number of shares of common stock of HCA Healthcare, Inc. by virtue of her ownership in Hercules. (F1) Hercules Holding II ("Hercules") holds 68,912,077 shares of the 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 membership in any such group and disclaims beneficial ownership of these securities, except to the extent of her pecuniary interest therein. |
| 2 | Common | Common Stock, par value $0.01 per share | 2024-10-30 | J | A | 244,626.04 | $361.55 | 9,029,962.40 | I Held indirectly by Trusts | — | — | (F10) (continued from footnote 9) Each of these transfers was made at a price per unit of Hercules equal to $361.55 (the average of the high and low prices of the shares of common stock of HCA Healthcare, Inc. on October 30, 2024), which price was paid by transfer of a diversified basket of marketable securities and $13,726.20 in cash (in the case of The Patricia Frist Elcan 2011 Family Trust) and a diversified basket of marketable securities, mutual fund shares and $18,766,307.56 in cash (in the case of the three trusts). In each case, these transfers did not change the total number of shares of common stock of HCA Healthcare, Inc. of which the Reporting Person may be deemed to have beneficial ownership. (F5) The Reporting Person is trustee of nine trusts for the benefit of her children, and the Reporting Person's spouse is trustee of three trusts for the benefit of the Reporting Person's children. The Reporting Person may, accordingly, be deemed to be the beneficial owner of the aggregate 147,261 shares of common stock of HCA Healthcare, Inc. held by such trusts. In addition, the Reporting Person may be deemed to be the beneficial owner of the 9,521,275.363238 units of Hercules held by such trusts and therefore may be deemed to own indirectly the same number of shares of common stock of HCA Healthcare, Inc. (F9) Pursuant to a power of substitution, on October 30, 2024, the Reporting Person transferred 138,000 jointly owned units of Hercules to The Patricia Frist Elcan 2011 Family Trust, 638,573.9641 jointly owned units of Hercules to three trusts for the benefit of her children of which the Reporting Person's spouse is trustee and 244,626.0359 directly owned units of Hercules to three trusts for the benefit of her children of which the Reporting Person's spouse is trustee. (continued in footnote 10) (F1) Hercules Holding II ("Hercules") holds 68,912,077 shares of the 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 membership in any such group and disclaims beneficial ownership of these securities, except to the extent of her pecuniary interest therein. |
| 3 | Common | Common Stock, par value $0.01 per share | 2024-10-30 | J | D | 244,626.04 | $361.55 | 404,512.10 | I Held indirectly through Hercules Holding II | — | — | (F10) (continued from footnote 9) Each of these transfers was made at a price per unit of Hercules equal to $361.55 (the average of the high and low prices of the shares of common stock of HCA Healthcare, Inc. on October 30, 2024), which price was paid by transfer of a diversified basket of marketable securities and $13,726.20 in cash (in the case of The Patricia Frist Elcan 2011 Family Trust) and a diversified basket of marketable securities, mutual fund shares and $18,766,307.56 in cash (in the case of the three trusts). In each case, these transfers did not change the total number of shares of common stock of HCA Healthcare, Inc. of which the Reporting Person may be deemed to have beneficial ownership. (F2) The Reporting Person directly owns 404,512.099655 units of Hercules and therefore may be deemed to own indirectly the same number of shares of common stock of HCA Healthcare, Inc. by virtue of her ownership in Hercules. (F9) Pursuant to a power of substitution, on October 30, 2024, the Reporting Person transferred 138,000 jointly owned units of Hercules to The Patricia Frist Elcan 2011 Family Trust, 638,573.9641 jointly owned units of Hercules to three trusts for the benefit of her children of which the Reporting Person's spouse is trustee and 244,626.0359 directly owned units of Hercules to three trusts for the benefit of her children of which the Reporting Person's spouse is trustee. (continued in footnote 10) (F1) Hercules Holding II ("Hercules") holds 68,912,077 shares of the 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 membership in any such group and disclaims beneficial ownership of these securities, except to the extent of her pecuniary interest therein. |
| 4 | Common | Common Stock, par value $0.01 per share | 2024-10-30 | J | A | 638,573.96 | $361.55 | 9,668,536.36 | I Held indirectly by Trusts | — | — | (F10) (continued from footnote 9) Each of these transfers was made at a price per unit of Hercules equal to $361.55 (the average of the high and low prices of the shares of common stock of HCA Healthcare, Inc. on October 30, 2024), which price was paid by transfer of a diversified basket of marketable securities and $13,726.20 in cash (in the case of The Patricia Frist Elcan 2011 Family Trust) and a diversified basket of marketable securities, mutual fund shares and $18,766,307.56 in cash (in the case of the three trusts). In each case, these transfers did not change the total number of shares of common stock of HCA Healthcare, Inc. of which the Reporting Person may be deemed to have beneficial ownership. (F5) The Reporting Person is trustee of nine trusts for the benefit of her children, and the Reporting Person's spouse is trustee of three trusts for the benefit of the Reporting Person's children. The Reporting Person may, accordingly, be deemed to be the beneficial owner of the aggregate 147,261 shares of common stock of HCA Healthcare, Inc. held by such trusts. In addition, the Reporting Person may be deemed to be the beneficial owner of the 9,521,275.363238 units of Hercules held by such trusts and therefore may be deemed to own indirectly the same number of shares of common stock of HCA Healthcare, Inc. (F9) Pursuant to a power of substitution, on October 30, 2024, the Reporting Person transferred 138,000 jointly owned units of Hercules to The Patricia Frist Elcan 2011 Family Trust, 638,573.9641 jointly owned units of Hercules to three trusts for the benefit of her children of which the Reporting Person's spouse is trustee and 244,626.0359 directly owned units of Hercules to three trusts for the benefit of her children of which the Reporting Person's spouse is trustee. (continued in footnote 10) (F1) Hercules Holding II ("Hercules") holds 68,912,077 shares of the 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 membership in any such group and disclaims beneficial ownership of these securities, except to the extent of her pecuniary interest therein. |
| 5 | Common | Common Stock, par value $0.01 per share | 2024-10-30 | J | A | 138,000 | $361.55 | 264,216.92 | I Held indirectly through Hercules Holding II by Patricia Frist Elcan 2011 Family Trust | — | — | (F10) (continued from footnote 9) Each of these transfers was made at a price per unit of Hercules equal to $361.55 (the average of the high and low prices of the shares of common stock of HCA Healthcare, Inc. on October 30, 2024), which price was paid by transfer of a diversified basket of marketable securities and $13,726.20 in cash (in the case of The Patricia Frist Elcan 2011 Family Trust) and a diversified basket of marketable securities, mutual fund shares and $18,766,307.56 in cash (in the case of the three trusts). In each case, these transfers did not change the total number of shares of common stock of HCA Healthcare, Inc. of which the Reporting Person may be deemed to have beneficial ownership. (F9) Pursuant to a power of substitution, on October 30, 2024, the Reporting Person transferred 138,000 jointly owned units of Hercules to The Patricia Frist Elcan 2011 Family Trust, 638,573.9641 jointly owned units of Hercules to three trusts for the benefit of her children of which the Reporting Person's spouse is trustee and 244,626.0359 directly owned units of Hercules to three trusts for the benefit of her children of which the Reporting Person's spouse is trustee. (continued in footnote 10) (F4) The Reporting Person's spouse is the trustee of The Patricia Frist Elcan 2011 Family Trust, and the Reporting Person may therefore be deemed to be the beneficial owner of the 264,216.916981 units of Hercules held by such trust and therefore may be deemed to own indirectly the same number of shares of common stock of HCA Healthcare, Inc. (F1) Hercules Holding II ("Hercules") holds 68,912,077 shares of the 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 membership in any such group and disclaims beneficial ownership of these securities, except to the extent of her pecuniary interest therein. |
| 6 | Common | Common Stock, par value $0.01 per share | 2024-10-30 | J | D | 638,573.96 | $361.55 | 0 | I Held indirectly through Hercules Holding II | — | — | (F10) (continued from footnote 9) Each of these transfers was made at a price per unit of Hercules equal to $361.55 (the average of the high and low prices of the shares of common stock of HCA Healthcare, Inc. on October 30, 2024), which price was paid by transfer of a diversified basket of marketable securities and $13,726.20 in cash (in the case of The Patricia Frist Elcan 2011 Family Trust) and a diversified basket of marketable securities, mutual fund shares and $18,766,307.56 in cash (in the case of the three trusts). In each case, these transfers did not change the total number of shares of common stock of HCA Healthcare, Inc. of which the Reporting Person may be deemed to have beneficial ownership. (F9) Pursuant to a power of substitution, on October 30, 2024, the Reporting Person transferred 138,000 jointly owned units of Hercules to The Patricia Frist Elcan 2011 Family Trust, 638,573.9641 jointly owned units of Hercules to three trusts for the benefit of her children of which the Reporting Person's spouse is trustee and 244,626.0359 directly owned units of Hercules to three trusts for the benefit of her children of which the Reporting Person's spouse is trustee. (continued in footnote 10) (F3) The Reporting Person jointly owned with her spouse 776,573.9641 units of Hercules and therefore may have been deemed to own indirectly the same number of shares of common stock of HCA Healthcare, Inc. by virtue of her ownership in Hercules. (F1) Hercules Holding II ("Hercules") holds 68,912,077 shares of the 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 membership in any such group and disclaims beneficial ownership of these securities, except to the extent of her pecuniary interest therein. |