Welcome to our dedicated page for Hca Healthcare SEC filings (Ticker: HCA), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
HCA Healthcare filings document a NYSE-listed healthcare services company whose common stock is registered under Section 12(b) and whose wholly owned subsidiary, HCA Inc., issues senior unsecured notes guaranteed by the parent. Recent 8-K reports record quarterly operating results, dividends, share repurchase authorization, commercial paper and debt refinancing activity, and indenture supplements for senior notes.
Proxy and annual-meeting disclosures cover director elections, shareholder voting results, board matters, executive compensation, and performance award programs linked to EBITDA and quality measures. Registration and offering-related filings describe shelf registration use, prospectus supplements, note terms, guarantees, trustee arrangements and capital-structure disclosures for HCA's healthcare services operations.
HCA Healthcare, Inc. is holding its 2026 annual meeting of stockholders as a virtual-only webcast on April 23, 2026 at 2:00 p.m. CDT. Stockholders of record at the close of business on February 23, 2026, when 223,568,966 common shares were outstanding, may vote.
Items up for vote include electing directors, ratifying Ernst & Young LLP as independent auditor for 2026, an advisory say‑on‑pay resolution, and two stockholder proposals on a report about healthcare consequences and on shareholders’ right to act by written consent.
The proxy also details HCA’s governance structure, committee composition, and extensive corporate responsibility efforts, including operating 190 hospitals and numerous outpatient facilities, handling about 47 million patient encounters in 2025, providing an estimated $4.5 billion of uncompensated care, and paying approximately $33 billion in payroll and benefits to about 320,000 colleagues.
HCA Healthcare, Inc. adopted a 2026 Executive Officer Performance Excellence Program that pays cash performance awards to executive officers based on financial and quality results. Awards are weighted 80% on EBITDA targets and 20% on quality metrics covering infections and sepsis, complications and mortality, and care experience.
For EBITDA, payouts range from 25% of the EBITDA portion at threshold performance to 200% at maximum performance, with 100% at target. For each quality metric, payouts range from 0% at or below threshold to 200% at maximum, but no quality payout is made if actual EBITDA is less than 90% of the EBITDA target. The Compensation Committee may adjust metrics and results for unusual events, and awards are subject to discretionary and mandatory clawbacks, including in the case of restated results or specified misconduct. HCA also disclosed that director Robert J. Dennis will not stand for re-election and will retire from the Board at the April 23, 2026 annual meeting.
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.
HCA Healthcare SVP & Controller Christopher F. Wyatt reported several stock transactions. On February 10, 2026, he acquired 3,350 shares of common stock at $0, reflecting the vesting of performance share units granted on January 30, 2023 and tied to cumulative 2023–2025 earnings per share. Based on the company’s EPS performance, the award vested at 200% of the 1,675 units granted.
Also on February 10, 1,034 shares were disposed of at $502.05 to cover tax obligations. On February 11, 2026, Wyatt executed an open‑market sale of 4,000 shares at $505 per share. After these transactions, he directly owned 44,379 shares of HCA Healthcare common stock.
HCA Healthcare SVP & Chief Nurse Executive Erica Rossitto reported equity compensation activity. On February 10, 2026, she acquired 1,676 shares of HCA common stock at $0 per share from the vesting of performance share units. On the same date, 418 shares at $502.05 per share were withheld and disposed of to cover tax obligations, leaving her with 10,407 directly held shares.
The vested shares arose from an original grant of 838 performance share units made on January 30, 2023. These units could vest between 0% and 200% based on cumulative earnings per share performance for fiscal years 2023–2025, and the company’s results led to vesting at 200% of the units granted.
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.
HCA Healthcare EVP and CFO Mike A. Marks reported equity compensation activity involving HCA common stock. On February 10, 2026, he acquired 5,026 shares at $0 per share in a grant classified as an award.
On the same date, 1,690 shares of common stock were disposed of at $502.05 per share to satisfy tax obligations through share withholding, leaving 3,336 directly owned shares. The filing also shows 43,240 shares held indirectly by the MAM 2020 Trust and 26,500 shares held indirectly by the LAM 2020 Trust.
A footnote explains this grant stems from 2,513 performance share units awarded on January 30, 2023, which could vest from zero to double the units based on 2023-2025 cumulative earnings per share. Based on company performance, 200% of the units vested.
HCA Healthcare CEO Samuel N. Hazen reported equity transactions in company common stock. On February 10, 2026, he acquired 54,934 shares at $0 per share as a grant tied to performance share units that fully vested at 200% of the original award.
On the same date, 21,323 shares were disposed of at $502.05 per share to satisfy tax withholding obligations, leaving 64,842 shares held directly. He also reports indirect ownership, including 200,000 shares held by a 2025 GRAT and 813,320 shares held by an LP.
HCA Healthcare EVP and COO Jon M. Foster reported equity award activity. On February 10, 2026, he acquired 15,696 shares of common stock at $0 per share as a grant. On the same date, 5,888 shares were withheld at $502.05 per share to cover tax obligations, leaving 23,062 directly held shares.
The award relates to 7,848 performance share units granted on January 30, 2023, which could vest from zero to twice the original grant based on cumulative earnings per share for fiscal years 2023–2025. Based on the company’s earnings performance, 200% of the units vested, resulting in the reported share delivery.