HCA Healthcare (HCA) unveils $10B share buyback and $0.78 dividend

Rhea-AI Filing Summary

HCA Healthcare, Inc. reported that it issued a press release with its results of operations for the fourth quarter and full year ended December 31, 2025, made available as Exhibit 99.1.

The company also announced that its Board of Directors authorized an additional share repurchase program for up to $10 billion of its outstanding common stock, with repurchases to be made from time to time in the open market, through privately negotiated transactions, or otherwise, in accordance with applicable securities laws.

In addition, the Board declared a quarterly cash dividend of $0.78 per share on HCA common stock, payable on March 31, 2026 to stockholders of record at the close of business on March 17, 2026. These capital return actions highlight ongoing distributions to shareholders through both repurchases and cash dividends.

Positive

• Board authorizes an additional $10 billion share repurchase program, creating significant capacity to reduce share count over time through various transaction methods.
• Quarterly cash dividend of $0.78 per share declared, with payment scheduled for March 31, 2026, reinforcing ongoing cash returns to shareholders.

Negative

• None.

Insights

Equity & Capital Allocation Analyst

HCA adds a $10B buyback and maintains a $0.78 dividend.

HCA Healthcare’s Board authorized an additional share repurchase program for up to $10 billion of outstanding common stock. This creates a substantial capacity to retire shares over time through open-market purchases, privately negotiated transactions, or other methods permitted by securities laws. The scale suggests a meaningful ongoing role for repurchases in the company’s capital allocation mix.

The Board also declared a quarterly cash dividend of $0.78 per share, payable on March 31, 2026 to shareholders of record on March 17, 2026. Together, the large repurchase authorization and continued dividend indicate a commitment to returning capital to shareholders, although the actual impact will depend on future execution of buybacks and any subsequent updates in company filings.

8-K Event Classification

4 items: 2.02, 7.01, 8.01, 9.01

4 items

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Understanding 8-K Material Events →

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 27, 2026

HCA Healthcare, Inc.

(Exact name of Registrant as Specified in Its Charter)

Delaware			001-11239	27-3865930
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
One Park Plaza
Nashville, Tennessee				37203
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: (615) 344-9551

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $0.01 par value per share		HCA		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02. Results of Operations and Financial Condition.

On January 27, 2026, HCA Healthcare, Inc. (the “Company”) issued a press release announcing, among other matters, its results of operations for the fourth quarter and year ended December 31, 2025, the text of which is set forth as Exhibit 99.1.

Item 7.01. Regulation FD Disclosure.

On January 27, 2026, the Company issued a press release announcing, among other matters, its results of operations for the fourth quarter and year ended December 31, 2025, the text of which is set forth as Exhibit 99.1.

Item 8.01. Other Events.

On January 27, 2026, the Company announced that its Board of Directors had authorized an additional share repurchase program for up to $10 billion of the Company’s outstanding common stock. Repurchases will be made in accordance with applicable securities laws from time to time in the open market, through privately negotiated transactions, or otherwise.

On January 27, 2026, the Company announced that its Board of Directors had declared a quarterly cash dividend of $0.78 per share of the Company’s common stock. The dividend will be paid on March 31, 2026 to stockholders of record at the close of business on March 17, 2026.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits:

Exhibit 99.1		Press Release, dated January 27, 2026
Exhibit 104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			HCA HEALTHCARE, INC.
Date:	January 27, 2026	By:	/s/ Michael A. Marks
			Michael A. Marks Executive Vice President and Chief Financial Officer

FAQ

What did HCA (HCA) disclose about its latest financial results?

HCA Healthcare stated that it issued a press release with its results of operations for the fourth quarter and year ended December 31, 2025, which is included as Exhibit 99.1.

How large is HCA Healthcare’s new share repurchase authorization?

HCA Healthcare’s Board authorized an additional share repurchase program for up to $10 billion of the company’s outstanding common stock.

How will HCA (HCA) conduct its share repurchases?

The company stated that repurchases may be made from time to time in the open market, through privately negotiated transactions, or otherwise, in accordance with applicable securities laws.

What dividend did HCA Healthcare declare in this 8-K?

The Board declared a quarterly cash dividend of $0.78 per share on HCA common stock.

When will HCA’s $0.78 per share dividend be paid and who is eligible?

The dividend will be paid on March 31, 2026 to stockholders of record at the close of business on March 17, 2026.

Where can investors find the detailed Q4 and full-year 2025 results for HCA?

The detailed results are contained in the company’s press release attached as Exhibit 99.1 to this report.