HCA (HCA) EVP McAlevey exercises 5,000 SARs and sells 1,694 shares

Rhea-AI Filing Summary

HCA Healthcare EVP & Chief Legal & Admin Officer Michael R. McAlevey reported a mix of equity transactions involving company stock. On February 13, 2026, he exercised 5,000 Stock Appreciation Rights, receiving 5,000 shares of Common Stock at an exercise price of $236.61 per share. To cover associated tax obligations, 3,306 shares of Common Stock were disposed of at $540.29 per share through a tax-withholding transaction, rather than an open-market sale. On February 18, 2026, he completed an open-market sale of 1,694 shares of Common Stock at an average price of $533.3747 per share, leaving him with 8,853 shares of directly owned Common Stock afterward. The filing also notes indirect holdings of 2,111 shares held by a 2024 GRAT and 26 shares held in a fully managed account; for the managed account, he has no investment authority and disclaims beneficial ownership except to the extent of any pecuniary interest.

Insights

Equity compensation & insider-transactions analyst

Routine option-style exercise with tax withholding and a modest net sale.

The transactions show Michael R. McAlevey exercising 5,000 Stock Appreciation Rights on February 13, 2026, converting them into Common Stock at an exercise price of $236.61. This is typical equity compensation usage, not an open-market purchase.

To satisfy tax obligations from the exercise, 3,306 shares were disposed of at $540.29 via a tax-withholding transaction, which does not reflect discretionary selling in the market. Subsequently, on February 18, 2026, he executed an open-market sale of 1,694 shares at an average price of $533.3747 per share.

After these steps, he directly holds 8,853 shares of Common Stock, plus indirect positions of 2,111 shares in a 2024 GRAT and 26 shares in a fully managed account. For the managed account, he has no investment authority and expressly disclaims beneficial ownership beyond any pecuniary interest, indicating that some reported indirect holdings are not under his trading control.

Insider Trade Summary

Net Seller: 1,694 shares ($903,537)

Net Sell 6 txns

Insider McAlevey Michael R

Role EVP & Chief Legal & Admin Off.

Sold 1,694 shs ($904K)

Type	Security	Shares	Price	Value
Sale	Common Stock	1,694	$533.3747	$904K
Exercise	Stock Appreciation Right	5,000	$0.00	--
Exercise	Common Stock	5,000	$236.61	$1.18M
Tax Withholding	Common Stock	3,306	$540.29	$1.79M
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 8,853 shares (Direct); Stock Appreciation Right — 8,860 shares (Direct); Common Stock — 2,111 shares (Indirect, By 2024 GRAT)

Footnotes (1)

1. The shares reported herein are held in a fully managed account over which the reporting person does not have any investment authority. The reporting person disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein. The stock appreciation rights vested in four equal annual installments beginning on January 28, 2023.

Form 4 Insider Transactions: What Each Field Means →

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^*

McAlevey Michael R

(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 & Chief Legal & Admin Off.

3. Date of Earliest Transaction (Month/Day/Year)
02/13/2026

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	02/13/2026		M		5,000	A	$236.61	13,853	D
Common Stock	02/13/2026		F		3,306	D	$540.29	10,547	D
Common Stock	02/18/2026		S		1,694	D	$533.3747	8,853	D
Common Stock								2,111	I	By 2024 GRAT
Common Stock								26	I	By managed account(1)

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	$236.61	02/13/2026		M			5,000	(2)	01/28/2032	Common Stock	5,000	$0.00	8,860	D

Explanation of Responses:

1. The shares reported herein are held in a fully managed account over which the reporting person does not have any investment authority. The reporting person disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein.

2. The stock appreciation rights vested in four equal annual installments beginning on January 28, 2023.

	/s/ Kevin A. Ball, Attorney-in-Fact	02/18/2026
	** 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.

FAQ

What insider transactions did HCA (HCA) executive Michael R. McAlevey report?

He reported exercising 5,000 Stock Appreciation Rights into Common Stock at $236.61 per share, disposing of 3,306 shares for tax withholding at $540.29, and later selling 1,694 shares in an open-market transaction at an average price of $533.3747 per share.

How many HCA (HCA) shares did Michael R. McAlevey sell on the open market?

He sold 1,694 shares of HCA Healthcare Common Stock in an open-market transaction at an average price of $533.3747 per share on February 18, 2026. This sale followed an earlier equity award exercise and related tax-withholding share disposition on February 13, 2026.

What was the nature of the 3,306 HCA (HCA) shares disposed of by Michael R. McAlevey?

The 3,306 shares were disposed of in a tax-withholding transaction at $540.29 per share, used to satisfy exercise price or tax liabilities from the Stock Appreciation Right exercise. This was not an open-market sale but a mechanism tied to the equity award exercise.

How many HCA (HCA) shares does Michael R. McAlevey own directly after these transactions?

After the reported transactions, he directly owns 8,853 shares of HCA Healthcare Common Stock. This figure reflects the Stock Appreciation Right exercise, the tax-withholding disposition, and the subsequent open-market sale of 1,694 shares during February 2026.

What indirect HCA (HCA) holdings are reported for Michael R. McAlevey?

Indirectly, 2,111 shares are held by a 2024 GRAT and 26 shares are held in a fully managed account. For the managed account, he has no investment authority and disclaims beneficial ownership of those shares, except to the extent of any pecuniary interest in the account.

What does the Stock Appreciation Right transaction mean for HCA (HCA) insider ownership?

The exercise of 5,000 Stock Appreciation Rights converted derivative awards into 5,000 shares of Common Stock at $236.61 per share. This increased his direct share count before some shares were disposed of for tax withholding and a smaller portion was sold on the open market.