HCA CEO exercises 58,050 SARs; 28,173 shares disposed at $459.68

HCA Healthcare (HCA) reported an insider transaction by its CEO and director dated 10/31/2025.

Rhea-AI Filing Summary

HCA Healthcare (HCA) reported an insider transaction by its CEO and director dated 10/31/2025. The filing shows a stock appreciation right exercise for 58,050 shares at $69.58 (Code M) and a disposition of 28,173 shares at $459.68 (Code F). Following these transactions, direct holdings were reported as 47,106 shares.

The report also lists indirect holdings, including 200,000 shares by the 2025 GRAT and 813,320 shares by an LP. The derivative involved was a Stock Appreciation Right covering 58,050 underlying shares, with an expiration of 01/29/2026, and it vested in four equal annual installments beginning on 01/29/2017.

Insider Trade Summary

58,050 shares exercised/converted

Exercise 9 txns

Insider HAZEN SAMUEL N

Role CEO

Type	Security	Shares	Price	Value
Exercise	Stock Appreciation Right	58,050	$0.00	$0.00
Exercise	Common Stock	58,050	$69.58	$4.04M
Exercise Price or Tax Liability	Common Stock	28,173	$459.68	$12.95M
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Stock Appreciation Right — 0 contracts (Direct); Common Stock — 47,106 shares (Direct); Common Stock — 14,979 shares (Indirect, By HD Trust); Common Stock — 16,731 shares (Indirect, By 2023 GST Trust); Common Stock — 93,088 shares (Indirect, By 2023 Trust); Common Stock — 178,289 shares (Indirect, By 2024 GRAT); Common Stock — 200,000 shares (Indirect, By 2025 GRAT); Common Stock — 813,320 shares (Indirect, By LP)

Footnotes (1)

1. F1. The stock appreciation rights vested in four equal annual installments beginning on January 29, 2017.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did HCA (HCA) report on Form 4?

An exercise of stock appreciation rights for 58,050 shares at $69.58 (Code M) and a disposition of 28,173 shares at $459.68 (Code F) on 10/31/2025.

How many HCA shares does the reporting person hold directly after the transactions?

47,106 shares reported as direct ownership after the transactions.

What indirect holdings were disclosed in the HCA Form 4?

Indirect positions include 200,000 shares by the 2025 GRAT and 813,320 shares by an LP, among others.

What derivative security was involved and what were its terms?

A Stock Appreciation Right with a $69.58 exercise price covering 58,050 shares, expiring on 01/29/2026.

When did the reported stock appreciation rights vest?

They vested in four equal annual installments beginning on 01/29/2017.

What were the transaction codes used in the filing and what do they indicate?

Code M indicates the exercise of a derivative; Code F indicates a disposition to satisfy obligations, as reported.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 11/04/2025 - 06:16 PM Learn about SEC filing dates

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

HAZEN SAMUEL N

(Last) (First) (Middle)

ONE PARK PLAZA

(Street)

NASHVILLE TN 37203

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HCA Healthcare, Inc. [ HCA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CEO

3. Date of Earliest Transaction (Month/Day/Year)
10/31/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	10/31/2025		M		58,050	A	$69.58	75,279	D
Common Stock	10/31/2025		F		28,173	D	$459.68	47,106	D
Common Stock								14,979	I	By HD Trust
Common Stock								16,731	I	By 2023 GST Trust
Common Stock								93,088	I	By 2023 Trust
Common Stock								178,289	I	By 2024 GRAT
Common Stock								200,000	I	By 2025 GRAT
Common Stock								813,320	I	By LP

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Appreciation Right	$69.58	10/31/2025		M			58,050	(1)	01/29/2026	Common Stock	58,050	$0.00	0	D

Explanation of Responses:

1. The stock appreciation rights vested in four equal annual installments beginning on January 29, 2017.

	/s/ Kevin A. Ball, Attorney-in-Fact	11/04/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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