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 EVP and Chief Clinical Officer Michael S. Cuffe reported equity award activity in company stock. On February 10, 2026, he acquired 9,628 shares of common stock at $0 per share through a grant or award, increasing his direct holdings to 35,580.9017 shares.
On the same date, 3,501 shares were disposed of at $502.05 per share to satisfy tax withholding obligations, leaving him with 32,079.9017 directly owned shares. These shares relate to 4,814 performance share units granted on January 30, 2023 that vested at 200% of the original grant based on 2023–2025 earnings per share performance.
HCA Healthcare SVP & Chief Human Resources Officer Jennifer Berres reported multiple stock transactions. On February 10, 2026, she acquired 7,116 shares of common stock at $0 from previously granted performance share units that vested at 200% of the original 3,558-unit award after HCA met its 2023–2025 earnings per share goals. The same day, 2,515 shares were withheld at $502.05 per share to cover tax obligations. On February 11, 2026, she sold 4,010 shares at $503 per share and another 4,010 shares at a weighted average price of $526.1646, leaving her with 11,993 directly owned shares.
A shareholder of HCA Healthcare, Inc. filed a Rule 144 notice to sell 8,020 shares of common stock, with an aggregate market value of 4,126,949.9. The planned sale is through Merrill Lynch on the NYSE, with an approximate sale date of 02/11/2026.
The shares to be sold were acquired via vesting of stock awards from HCA Healthcare, Inc. on 02/17/2023 (5,159 shares), 02/16/2024 (1,680 shares), and 02/13/2025 (1,181 shares), each described as a compensatory payment. The notice also states that the seller represents they do not know any undisclosed material adverse information about HCA’s operations.
HCA Healthcare insider Thomas F. Frist Jr. reported an internal reorganization of his indirect holdings. On February 6, 2026, Frisco Holding II exchanged 36,629,188 existing HCA shares for 36,557,141 newly issued shares from HCA in a transaction exempt under Rule 16b-3 and treated as a tax reorganization.
After the exchange, Frisco Holding II holds 36,557,141 HCA shares, and Hercules Holding II holds 32,282,889 shares. Frist may be deemed to have voting and investment control over these entities but disclaims beneficial ownership except for his pecuniary interests, which are tied to specified partnership units and trusts.
HCA Healthcare director and 10% owner William R. Frist reported complex internal equity moves involving investment entities tied to his family. On February 6, 2026, Frisco Holding II exchanged 36,629,188 existing HCA shares for 36,557,141 newly issued shares from HCA in a tax-related reorganization treated as a partnership conversion and Section 368(a) reorganization.
After the transactions, Frisco Holding II holds 36,557,141 HCA shares and Hercules Holding II holds 32,282,889 shares, with additional indirect holdings through trusts, family partnerships, and family members. Frist may be deemed to have voting and investment control over these entities but formally disclaims beneficial ownership beyond his economic interests. His direct holding of 12,931 shares includes restricted share units payable in 12,875 shares when he leaves the board.
HCA Healthcare director and 10% owner Thomas F. Frist III reported an internal share reorganization involving entities linked to him. On February 6, 2026, Frisco Holding II disposed of 36,629,188 HCA common shares in exchange for 36,557,141 newly issued shares from HCA in a transaction exempt under Rule 16b-3 and treated as a tax reorganization.
Frisco Holding II now holds 36,557,141 shares for a private investor group that includes affiliates of HCA founder Dr. Thomas F. Frist Jr. Frist III may be deemed to have voting and investment control but disclaims beneficial ownership beyond his economic interest through partnership units and related trusts. Separately, Hercules Holding II holds 32,282,889 HCA shares for a similar investor group, with Frist III likewise only recognizing his pecuniary interest. He also directly holds 14,817 restricted share units that will settle in HCA shares when he ceases to be a director.
HCA Healthcare insider-related entities completed a large internal share reorganization. On February 6, 2026, Frisco Holding II exchanged 36,629,188 existing HCA common shares for 36,557,141 newly issued shares in a transaction exempt under Rule 16b-3 and treated as a tax reorganization.
After these transactions, Frisco Holding II holds 36,557,141 HCA shares, and Hercules Holding II holds 32,282,889 shares, with additional smaller indirect holdings through joint, spouse, and children’s trusts. The reporting person may be deemed to have voting and investment control through these entities but disclaims beneficial ownership beyond her pecuniary interests.
HCA Healthcare’s Form 4 shows that major shareholder Hercules Holding II, a 10% owner, made a large internal share distribution. On February 6, 2026, Hercules Holding II distributed 36,629,188 shares of HCA common stock for no consideration, on a pro rata basis, to Frisco Holding II. After this non-cash, reallocation-type transaction, Hercules Holding II directly held 32,282,889 HCA shares. The filing notes that Hercules Holding II is held by a private investor group that includes affiliates of HCA founder Dr. Thomas F. Frist Jr., highlighting that this is a movement of shares within an affiliated investor structure rather than an open-market sale.
Frisco Holding II, a 10% owner of HCA Healthcare, Inc., reported a restructuring of its holdings rather than an open-market trade. On February 6, 2026, it disposed of 36,629,188 common shares in exchange for 36,557,141 newly issued HCA shares.
The transactions were reported under code J and occurred at a stated price of zero per share, in a manner exempt under Rule 16b-3. Footnotes describe the steps as part of a tax-related reorganization and a change in the form of beneficial ownership without changing Frisco Holding II’s pecuniary interest.
HCA Healthcare’s largest founding shareholders have updated how they hold their stake and confirmed significant ongoing ownership. Entities and family members associated with Dr. Thomas F. Frist, Jr. report beneficial ownership figures of up to 70,555,590 shares, or 31.6% of HCA’s common stock.
On February 6, 2026, Frisco exchanged 36,629,188 existing shares with HCA for 36,557,141 newly issued shares in a transaction treated as a tax-free reorganization, and Frisco converted into a partnership. Frisco now directly owns 36,557,141 shares, or 16.3% of the 223,622,200 shares outstanding as of January 31, 2026, while Hercules directly owns 32,282,889 shares, or 14.4%.
The Frist family and affiliated entities may be deemed to share voting and investment control over these holdings and retain rights under a stockholders’ agreement to nominate up to two HCA directors. A registration rights agreement also permits, under certain conditions, registration of shares for resale, while Frisco’s sales are restricted for a defined period.