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 Inc. launched a primary offering of $3.25 billion senior notes across four tranches: $500 million 4.300% due 2030, $1.0 billion 4.600% due 2032, $1.0 billion 4.900% due 2035, and $750 million 5.700% due 2055. Interest is paid semi‑annually beginning May 15, 2026, with stated maturities on November 15 of each respective year.
The notes are senior unsecured obligations of HCA Inc., fully and unconditionally guaranteed on a senior unsecured basis by HCA Healthcare, Inc., and structurally subordinated to subsidiary debt. HCA may redeem the notes at the specified make‑whole premiums prior to each series’ par call date, and at par thereafter; a Change of Control Triggering Event requires a 101% repurchase offer.
HCA expects net proceeds of approximately $3.218 billion, to be used to redeem all $1.5 billion of 5.875% senior notes due 2026 and for general corporate purposes, which may include repaying commercial paper. Recent results noted revenues of $56.087 billion and Adjusted EBITDA of $11.452 billion for the nine months ended September 30, 2025.
HCA Healthcare, Inc. announced a proposed public offering of senior unsecured notes by its wholly owned subsidiary, HCA Inc., and issued a notice to redeem all $1.500 billion of its 5.875% senior notes due 2026 on November 26, 2025. The redemption is conditioned upon the Issuer’s receipt of net proceeds from the new offering prior to the redemption date.
The company stated that forward‑looking statements include the expected use of proceeds from the offering. This update outlines a refinancing step that replaces upcoming 2026 debt with new senior notes, pending successful completion of the offering.
HCA Healthcare, Inc. reported that it issued a press release covering its results for the third quarter ended September 30, 2025, and declared a quarterly cash dividend.
The Board approved a $0.72 per-share dividend on common stock, payable on December 29, 2025 to shareholders of record at the close of business on December 15, 2025. The Q3 results press release is included as Exhibit 99.1.
HCA Healthcare, Inc. (HCA) disclosure shows a proposed sale of 3,836 common shares through Merrill Lynch on the New York Stock Exchange with an aggregate market value of $1,606,670.20 and an approximate sale date of 09/08/2025. The shares were acquired on 09/04/2025 via exercises of Stock Appreciation Rights (2,782 and 1,054 shares) and payment was recorded as compensatory.
The filer reports no securities sold in the prior three months and includes the standard representation that the seller is not aware of undisclosed material adverse information. Several identifying fields for the filer and issuer (CIK, names, addresses) are not populated in the provided content.
Michael S. Cuffe, Executive Vice President and Chief Clinical Officer of HCA Healthcare (HCA), reported transactions under a Rule 10b5-1 plan adopted May 6, 2025. On 09/04/2025 he exercised 10,920 stock appreciation rights at an exercise price tied to $173.12 and those underlying 10,920 common shares were issued. On 09/04/2025 he sold 7,084 shares at $411.59 and on 09/08/2025 he sold 3,836 shares at $418.84, which together equal the 10,920 shares from the SAR exercise. Following these transactions his reported beneficial ownership stood at 31,502.9017 shares, which includes 2,595.9017 shares held under the company's employee stock purchase plans. The SARs vested in four equal annual installments beginning February 3, 2022.
HCA Healthcare has filed a Form S-8 to register an additional 13,150,000 shares of common stock ($0.01 par value) under its 2020 Stock Incentive Plan for Key Employees. This amendment to the plan became effective April 24, 2025.
Key details of the filing:
- Registration is for additional shares authorized under the amended 2020 Stock Plan
- Company is classified as a large accelerated filer
- Filing incorporates by reference multiple documents including the 2024 Annual Report, Q1 2025 Quarterly Report, and recent Current Reports
The filing includes executive signatures from key leadership including Samuel N. Hazen (CEO), Michael A. Marks (CFO), and Thomas F. Frist III (Chairman). This stock plan registration indicates HCA Healthcare's continued investment in employee compensation and retention through equity-based incentives.