HCA insider sale notice: 3,836 common shares via Merrill Lynch on NYSE

Rhea-AI Filing Summary

HCA Healthcare, Inc. (HCA) disclosure shows a proposed sale of 3,836 common shares through Merrill Lynch on the New York Stock Exchange with an aggregate market value of $1,606,670.20 and an approximate sale date of 09/08/2025. The shares were acquired on 09/04/2025 via exercises of Stock Appreciation Rights (2,782 and 1,054 shares) and payment was recorded as compensatory.

The filer reports no securities sold in the prior three months and includes the standard representation that the seller is not aware of undisclosed material adverse information. Several identifying fields for the filer and issuer (CIK, names, addresses) are not populated in the provided content.

Positive

• Securities were acquired via compensatory Stock Appreciation Right exercises, indicating the transaction arises from standard employee/executive compensation
• Broker and exchange are specified (Merrill Lynch; New York), and an approximate sale date is provided (09/08/2025)

Negative

• Filer and issuer identification fields are not populated in the provided content, reducing transparency about who is selling
• Timing: rapid sale after SAR exercise (four days) could warrant attention but no further context is provided

Insights

Financial Analyst

TL;DR: Insider exercised SARs and plans a modest sale of 3,836 HCA shares valued at ~$1.6M; disclosure appears routine.

The filing documents a compensatory exercise of Stock Appreciation Rights followed by a proposed brokered sale four days later. This is a common liquidity event for executives or employees receiving equity-based pay. The transaction size (~3,836 shares, $1.61M) is material at the individual level but, without issuer outstanding share context beyond the provided 233,993,500 shares outstanding, it represents roughly 0.0016% of outstanding shares, a de minimis amount for market capitalization impact. Absence of filer identity fields reduces transparency for investor assessment.

Corporate Governance Expert

TL;DR: Disclosure shows compensatory SAR exercise and planned sale; key filer identifiers are missing, limiting governance transparency.

The form properly states acquisition dates, nature (exercise of SARs), and that payment was compensatory, which aligns with executive compensation practices. The seller’s attestation about material nonpublic information is included. However, critical filer/issuer identification fields (names/CIK/contact details) are blank in the provided content, hindering stakeholders from linking this sale to a specific insider and assessing potential governance or signaling implications.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
COMMON	MERRILL LYNCH 3455 PEACHTREE RD NE SUITE 1000 ATLANTA GA 30326	3836	1606670.20	233993500	09/08/2025	NEW YORK

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
COMMON	09/04/2025	EXERCISE OF STOCK APPRECIATION RIGHT	HCA HEALTHCARE, INC			2782	09/04/2025	COMPENSATORY PAYMENT
COMMON	09/04/2025	EXERCISE OF STOCK APPRECIATION RIGHT	HCA HEALTHCARE, INC			1054	09/04/2025	COMPENSATORY PAYMENT

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What is being sold in the HCA (HCA) Form 144 filing?

The notice proposes sale of 3,836 common shares of HCA with aggregate market value $1,606,670.20.

When were the HCA shares acquired and how?

The shares were acquired on 09/04/2025 through the exercise of Stock Appreciation Rights (SARs) and paid as compensatory consideration.

Which broker and exchange are involved in the proposed sale?

The broker listed is Merrill Lynch, 3455 Peachtree Rd NE, Atlanta, GA, and the exchange named is the New York Stock Exchange.

Is there any record of prior sales by the seller in the past three months?

The filing states Nothing to Report for securities sold during the past three months.

Does the filing disclose any material nonpublic information or 10b5-1 plan date?

The form includes the seller’s representation that they do not know of undisclosed material adverse information; no date for a Rule 10b5-1 plan is provided in the content.