HCA (NYSE: HCA) EVP McAlevey granted 8,372 shares; 3,006 used for taxes

Rhea-AI Filing Summary

HCA Healthcare executive Michael R. McAlevey reported equity compensation activity in company common stock. On February 10, 2026, he acquired 8,372 shares at $0 per share as a grant tied to previously awarded performance share units. On the same date, 3,006 shares were withheld at $502.05 per share to satisfy tax obligations, leaving him with 8,853 directly owned shares. The filing also shows 2,111 shares held indirectly through a 2024 GRAT and 26 shares in a fully managed account over which he has no investment authority and for which he disclaims beneficial ownership beyond any pecuniary interest.

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

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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)
02/10/2026

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	02/10/2026		A(1)		8,372	A	$0	11,859	D
Common Stock	02/10/2026		F		3,006	D	$502.05	8,853	D
Common Stock								2,111	I	By 2024 GRAT
Common Stock								26	I	By managed account(2)

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

Explanation of Responses:

1. On January 30, 2023, the reporting person was granted 4,186 performance share units. The performance share units were eligible to vest based on achievement of a cumulative earnings per share goal for fiscal years 2023-2025. The number of performance share units that were eligible to vest varied from zero (for actual performance less than 90% of target) to two times the units granted (for actual performance of 110% or more of target). Based upon the Company's achievement with respect to cumulative 2023-2025 earnings per share, the number of performance share units that vested equaled 200% of the units granted.

2. 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.

	/s/ Kevin A. Ball, Attorney-in-Fact	02/12/2026
	** Signature of Reporting Person	Date
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FAQ

What insider transaction did HCA (HCA) report for Michael R. McAlevey?

HCA reported that executive Michael R. McAlevey received 8,372 shares of common stock as an equity grant. On the same day, 3,006 shares were used to cover tax obligations, leaving him with 8,853 directly owned shares after these transactions.

What does transaction code A mean in the HCA (HCA) Form 4 filing?

Transaction code A in the HCA Form 4 indicates an acquisition of shares through a grant or award. McAlevey received 8,372 common shares at $0 per share, stemming from performance share units that vested based on 2023–2025 earnings per share performance.

Why were 3,006 HCA (HCA) shares reported with code F for Michael McAlevey?

Code F reflects shares withheld to pay taxes or exercise costs. For McAlevey, 3,006 HCA shares at $502.05 per share were surrendered to satisfy tax liabilities related to the equity award, rather than an open-market sale of shares.

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

After the reported grant and tax withholding, McAlevey directly owns 8,853 HCA common shares. The filing also lists additional indirect holdings through a 2024 GRAT and a fully managed account, which are reported separately from his direct ownership.

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

The filing shows 2,111 HCA shares held indirectly through a 2024 GRAT and 26 shares in a fully managed account. For the managed account position, McAlevey has no investment authority and disclaims beneficial ownership except for any pecuniary interest.

How did HCA’s performance share units affect Michael McAlevey’s stock grant?

McAlevey’s 2023 grant of 4,186 performance share units vested based on 2023–2025 earnings per share. Because HCA achieved performance at 200% of target, the vested amount equaled twice the units granted, resulting in the 8,372-share stock grant reported.