HCA COO awarded 11,945 stock appreciation rights

HCA Healthcare EVP and COO Jon M. Foster reported a grant of 11,945 stock appreciation rights (SARs) on HCA common stock at an exercise price of $482.53 per share.

Rhea-AI Filing Summary

HCA Healthcare EVP and COO Jon M. Foster reported a grant of 11,945 stock appreciation rights (SARs) on HCA common stock at an exercise price of $482.53 per share. These SARs become exercisable in four equal annual installments beginning on January 29, 2027 and expire on January 29, 2036. The filing also lists indirect holdings of HCA common stock held through several trusts, including JMF Trust, LCF Trust, JMF Family Trust, and a 2025 GRAT.

Insider Trade Summary

Grant/Award: 11,945 shares

Grant/Award 5 txns

Insider Foster Jon M

Role EVP and COO

Type	Security	Shares	Price	Value
Grant/Award	Stock Appreciation Right	11,945	$0.00	$0.00
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Stock Appreciation Right — 11,945 contracts (Direct); Common Stock — 67,595 shares (Indirect, By JMF Trust (Spouse and Robert Nagel, Co-Trustees)); Common Stock — 72,308 shares (Indirect, By LCF Trust (Reporting Person, Trustee)); Common Stock — 19,985 shares (Indirect, By JMF Family Trust (Spouse, Trustee)); Common Stock — 11,566 shares (Indirect, By 2025 GRAT)

Footnotes (1)

1. F1. The stock appreciation rights vest in four equal annual installments beginning on January 29, 2027.

FAQ

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

What insider transaction did HCA (HCA) report for EVP and COO Jon M. Foster?

HCA reported that EVP and COO Jon M. Foster received 11,945 stock appreciation rights on HCA common stock. These derivative awards were granted on January 29, 2026, at an exercise price of $482.53 per share and are detailed as a new equity-based incentive.

How many stock appreciation rights were granted to HCA EVP and COO Jon M. Foster?

Jon M. Foster was granted 11,945 stock appreciation rights tied to HCA common stock. All 11,945 derivative securities are shown as beneficially owned following the reported transaction, with an exercise price of $482.53 and an expiration date of January 29, 2036.

What is the vesting schedule for Jon M. Foster’s HCA stock appreciation rights?

The stock appreciation rights vest in four equal annual installments beginning January 29, 2027. This means one-quarter of the 11,945 rights become exercisable each year over four years, subject to the terms and conditions of the award described in the filing.

What is the exercise price and expiration date of the HCA stock appreciation rights granted?

The stock appreciation rights have an exercise price of $482.53 per share and expire on January 29, 2036. They are derivative securities linked to HCA common stock and become exercisable over four years starting January 29, 2027, as disclosed.

How are HCA common shares held indirectly for Jon M. Foster according to the Form 4?

The Form 4 shows indirect ownership of HCA common stock through multiple trusts. These include 67,595 shares by JMF Trust, 72,308 by LCF Trust, 19,985 by JMF Family Trust, and 11,566 by a 2025 GRAT, each identified with its specific ownership description.

Does this HCA Form 4 show any stock sales by Jon M. Foster?

The Form 4 reports an acquisition of 11,945 stock appreciation rights, coded as an “A” transaction. It does not list any dispositions of common stock; instead, it updates derivative holdings and restates indirect common stock positions held via several trusts.

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

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Accepted by SEC EDGAR 02/02/2026 - 06:44 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^*

Foster Jon M

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP and COO

3. Date of Earliest Transaction (Month/Day/Year)
01/29/2026

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								67,595	I	By JMF Trust (Spouse and Robert Nagel, Co-Trustees)
Common Stock								72,308	I	By LCF Trust (Reporting Person, Trustee)
Common Stock								19,985	I	By JMF Family Trust (Spouse, Trustee)
Common Stock								11,566	I	By 2025 GRAT

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	$482.53	01/29/2026		A		11,945		01/29/2027(1)	01/29/2036	Common Stock	11,945	$0	11,945	D

Explanation of Responses:

1. The stock appreciation rights vest in four equal annual installments beginning on January 29, 2027.

	/s/ Kevin A. Ball, Attorney-in-Fact	02/02/2026
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.