HCA Healthcare filings document a NYSE-listed healthcare services company whose common stock is registered under Section 12(b) and whose wholly owned subsidiary, HCA Inc., issues senior unsecured notes guaranteed by the parent. Recent 8-K reports record quarterly operating results, dividends, share repurchase authorization, commercial paper and debt refinancing activity, and indenture supplements for senior notes.
Proxy and annual-meeting disclosures cover director elections, shareholder voting results, board matters, executive compensation, and performance award programs linked to EBITDA and quality measures. Registration and offering-related filings describe shelf registration use, prospectus supplements, note terms, guarantees, trustee arrangements and capital-structure disclosures for HCA's healthcare services operations.
HCA Healthcare EVP and CFO Mike A. Marks reported gifting shares of the company’s common stock. On May 7, 2026, he made two bona fide gift transfers totaling 6,672 shares, one from direct holdings and one from an indirect trust holding.
After these gifts, direct ownership fell to 0 shares, while indirect ownership continued through family trusts. One holding entry shows 26,500 shares held indirectly by the LAM 2020 Trust, and another shows 46,576 shares held indirectly by the MAM 2020 Trust following the reported transactions.
Frist William R reported acquisition or exercise transactions in this Form 4 filing.
HCA Healthcare, Inc. director and ten percent owner William R. Frist reported an equity award tied to his board service. He received 809 restricted share units at no cost, comprising 509 units from an annual director equity award and 300 units elected in lieu of a cash retainer.
The restricted share units vest on the earlier of the 2027 annual shareholders’ meeting or the first anniversary of the grant, with shares delivered when he leaves the board. After this award, he directly holds 13,740 shares and has significant indirect interests through entities including Frisco Holding II, which holds 36,557,141 shares, and Hercules Holding II, which holds 32,282,889 shares, where he may be deemed to share voting and investment control but disclaims beneficial ownership beyond his pecuniary interests.
FRIST THOMAS F III reported acquisition or exercise transactions in this Form 4 filing.
HCA Healthcare director Thomas F. Frist III reported a grant of 1,041 shares of common stock in the form of restricted share units. These units reflect an annual director equity award and amounts received instead of cash retainers for his service as a director and as Chairman of the Board.
The award consists of 509 restricted share units from an annual director equity grant and 532 restricted share units received in lieu of cash retainers. These units will vest on the earlier of the 2027 annual shareholders' meeting or the first anniversary of the grant date, and vested shares will be delivered when he ceases to serve on the Board. Following this grant, he directly holds 15,858 shares, alongside large indirect holdings through Hercules Holding II and Frisco Holding II.
Smith Andrea B reported acquisition or exercise transactions in this Form 4 filing.
HCA Healthcare, Inc. director Andrea B. Smith reported receiving an equity-based compensation award in the form of 509 restricted share units of common stock. These units are part of an annual director equity award and carry a grant price of $0.00 per share, reflecting compensation rather than a market purchase.
The award will vest on the earlier of the company’s 2027 annual shareholders’ meeting or the first anniversary of the grant date. Vested shares will be delivered when she ceases to serve on HCA’s Board of Directors. Following this grant, she directly holds 4,666 shares of common stock.
Separately, 82 shares are reported as held in fully managed accounts over which Smith has no investment authority. She disclaims beneficial ownership of those managed-account shares except to the extent of her pecuniary interest.
HCA Healthcare director Wayne Joseph Riley received an equity grant of 509 restricted share units of common stock. The award is described as an annual director equity grant and carries no cash exercise price. Following this grant, he directly holds 15,029 shares of HCA Healthcare common stock.
The 509 restricted share units will vest on the earlier of HCA Healthcare’s 2027 annual shareholders’ meeting or the first anniversary of the grant date. According to the terms, the vested shares will be delivered to Riley when he ceases to serve on the company’s Board of Directors.
MICHELSON MICHAEL W reported acquisition or exercise transactions in this Form 4 filing.
HCA Healthcare director Michael W. Michelson reported a grant of 925 shares of common stock-equivalent restricted share units as director compensation. These include 509 units from an annual director equity award and 416 units received instead of cash retainers for his director and independent presiding director roles.
The restricted share units will vest on the earlier of the date of HCA Healthcare’s 2027 annual shareholders’ meeting or the first anniversary of the grant date. The vested shares will be delivered when Michelson ceases to serve on the company’s Board of Directors. After this grant, he directly holds 12,576 shares of common stock.
Johnston Hugh F reported acquisition or exercise transactions in this Form 4 filing.
HCA Healthcare director Hugh F. Johnston received an equity grant of 809 shares of common stock. The award represents restricted share units tied to his annual director equity grant and to receiving his annual cash retainer in stock rather than cash.
The filing states that 509 restricted share units relate to an annual director equity award and 300 restricted share units are in lieu of an annual cash retainer. These units will vest on the earlier of the 2027 annual shareholders' meeting or the first anniversary of the grant date. Vested shares will be delivered when Johnston ceases to serve on HCA Healthcare's Board of Directors, and his direct holdings total 4,475 shares after this grant.
DEPARLE NANCY ANN reported acquisition or exercise transactions in this Form 4 filing.
HCA Healthcare, Inc. director Nancy Ann DeParle reported receiving an equity award of 509 shares of common stock in the form of restricted share units, granted at a price of $0.00 per share as compensation rather than an open-market purchase. According to the footnote, these 509 restricted share units vest on the earlier of the company’s 2027 annual shareholders’ meeting or the first anniversary of the grant date. Following this award, DeParle directly holds a total of 21,910 shares of HCA Healthcare common stock.
CHIDSEY JOHN reported acquisition or exercise transactions in this Form 4 filing.
HCA Healthcare director John Chidsey reported an equity award of 809 restricted share units of common stock. These units were granted as part of his annual director compensation, including 509 units from an annual director equity award and 300 units received in lieu of an annual cash retainer.
Following this grant, Chidsey directly holds 1,305 shares of HCA Healthcare common stock. In addition, 25 shares are held indirectly by his spouse, and 3 shares are held in a fully managed account over which he does not have investment authority and for which he disclaims beneficial ownership except for any pecuniary interest.
HCA Healthcare, Inc. reported that its subsidiary HCA Inc. has completed a public debt offering of $3.0 billion in senior unsecured notes, all guaranteed by HCA Healthcare on a senior unsecured basis. The offering consists of $1.0 billion of 4.700% Senior Notes due May 15, 2031, $750 million of 5.000% Senior Notes due May 15, 2033, and $1.25 billion of 5.300% Senior Notes due May 15, 2036, issued under an existing base indenture and new supplemental indentures.
Interest on each series is payable semi-annually on May 15 and November 15, beginning November 15, 2026, to holders of record as of May 1 or November 1. The notes rank as senior unsecured obligations of HCA Inc., are fully and unconditionally guaranteed by HCA Healthcare, and are subject to covenants that limit certain liens, sale-leaseback transactions, and major corporate restructurings. HCA Inc. may redeem some or all of the notes at specified redemption prices, and on a qualifying change of control combined with ratings downgrade, holders can require HCA Inc. to repurchase their notes at 101% of principal plus accrued interest.