STOCK TITAN

Universal Health (NYSE: UHS) chair shifts Class B shares among GRATs

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

UNIVERSAL HEALTH SERVICES INC Executive Chairman Alan B. Miller reported internal transfers and trust distributions of Class B Common Stock with no open-market trading. On May 27, 2026, several grantor retained annuity trusts (GRATs) distributed shares to Miller, while he also transferred shares from his direct holdings into new 2026 GRATs.

Footnotes state that distributions such as 13,963, 9,418 and 14,163 Class B shares from various 2024 and 2025 GRATs left his pecuniary interest unchanged, indicating these were structural movements rather than economic purchases or sales. After the reported J-code transactions, Miller’s direct holdings are shown as 1,810,129 Class B shares, alongside multiple indirect positions in family trusts and foundations, some of which he disclaims beneficial ownership of.

Positive

  • None.

Negative

  • None.
Insider MILLER ALAN B
Role Executive Chairman
Type Security Shares Price Value
Other Class B Common Stock 13,963 $0.00 --
Other Class B Common Stock 13,963 $0.00 --
Other Class B Common Stock 9,418 $0.00 --
Other Class B Common Stock 9,418 $0.00 --
Other Class B Common Stock 9,418 $0.00 --
Other Class B Common Stock 9,418 $0.00 --
Other Class B Common Stock 14,163 $0.00 --
Other Class B Common Stock 14,163 $0.00 --
Other Class B Common Stock 14,163 $0.00 --
Other Class B Common Stock 14,163 $0.00 --
Other Class B Common Stock 14,163 $0.00 --
Other Class B Common Stock 14,163 $0.00 --
Other Class B Common Stock 50,990 $0.00 --
Other Class B Common Stock 50,990 $0.00 --
Other Class B Common Stock 25,495 $0.00 --
Other Class B Common Stock 25,495 $0.00 --
Other Class B Common Stock 25,495 $0.00 --
Other Class B Common Stock 25,495 $0.00 --
holding Class B Common Stock -- -- --
holding Class B Common Stock -- -- --
holding Class B Common Stock -- -- --
holding Class B Common Stock -- -- --
holding Class B Common Stock -- -- --
Holdings After Transaction: Class B Common Stock — 0 shares (Indirect, Marc Daniel Miller 2024 GRAT); Class B Common Stock — 1,810,129 shares (Direct, null)
Footnotes (1)
  1. On May 27, 2026, 13,963 Class B shares were distributed to Alan B. Miller from the Marc Daniel Miller 2024 GRAT. Alan B. Miller's pecuniary interest in these shares is unchanged. All distributions hereinbefore described were made pursuant to the terms of the Trust Agreement creating each 2024 GRAT. On May 27, 2026, 9,418 Class B shares were distributed to Alan B. Miller from the Abby Miller King 2024 GRAT. Alan B. Miller's pecuniary interest in these shares is unchanged. All distributions hereinbefore described were made pursuant to the terms of the Trust Agreement creating each 2024 GRAT. On May 27, 2026, 9,418 Class B shares were distributed to Alan B. Miller from the Marni Spencer 2024 GRAT. Alan B. Miller's pecuniary interest in these shares is unchanged. All distributions hereinbefore described were made pursuant to the terms of the Trust Agreement creating each 2024 GRAT. On May 27, 2026, 14,163 Class B shares were distributed to Alan B. Miller from the Marc Daniel Miller 2025 GRAT. Alan B. Miller's pecuniary interest in these shares is unchanged. All distributions hereinbefore described were made pursuant to the terms of the Trust Agreement creating each 2025 GRAT. On May 27, 2026, 14,163 Class B shares were distributed to Alan B. Miller from the Abby Miller King 2025 GRAT. Alan B. Miller's pecuniary interest in these shares is unchanged. All distributions hereinbefore described were made pursuant to the terms of the Trust Agreement creating each 2025 GRAT. On May 27, 2026, 14,163 Class B shares were distributed to Alan B. Miller from the Marni Spencer 2025 GRAT. Alan B. Miller's pecuniary interest in these shares is unchanged. All distributions hereinbefore described were made pursuant to the terms of the Trust Agreement creating each 2025 GRAT. On May 27, 2026, 50,990 Class B shares were transferred from Alan B. Miller to the Marc Daniel Miller 2026 GRAT. On May 27, 2026, 25,495 Class B shares were transferred from Alan B. Miller to the Abby Miller King 2026 GRAT. On May 27, 2026, 25,495 Class B shares were transferred from Alan B. Miller to the Marni Spencer 2026 GRAT. Mr. Alan B. Miller disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that Mr. Alan B. Miller is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
Direct Class B holdings 1,810,129 shares Total Class B Common Stock held directly after May 27, 2026 transactions
Transfer to Marc Daniel Miller 2026 GRAT 50,990 shares Class B shares moved from Alan B. Miller to 2026 GRAT on May 27, 2026
Transfer to Abby Miller King 2026 GRAT 25,495 shares Class B shares moved from Alan B. Miller to 2026 GRAT on May 27, 2026
Transfer to Marni Spencer 2026 GRAT 25,495 shares Class B shares moved from Alan B. Miller to 2026 GRAT on May 27, 2026
Distribution from Marc Daniel Miller 2024 GRAT 13,963 shares Class B shares distributed to Alan B. Miller on May 27, 2026
Distribution from Abby Miller King 2024 GRAT 9,418 shares Class B shares distributed to Alan B. Miller on May 27, 2026
Distribution from Marni Spencer 2024 GRAT 9,418 shares Class B shares distributed to Alan B. Miller on May 27, 2026
Restructuring shares total 354,536 shares Total shares involved in restructuring-type J-code transactions
Class B Common Stock financial
"On May 27, 2026, 13,963 Class B shares were distributed to Alan B. Miller"
A class B common stock is one of multiple types of a company’s ordinary shares that carries specific rights—often different voting power or dividend priority—compared with other classes. For investors it matters because those differences affect how much influence you have over company decisions, the income you might receive, and how freely the shares trade; think of it like owning a car with different keys: some keys let you start the engine and open the trunk, others only unlock the door.
GRAT financial
"distributed to Alan B. Miller from the Marc Daniel Miller 2024 GRAT"
pecuniary interest financial
"Alan B. Miller's pecuniary interest in these shares is unchanged"
beneficial ownership financial
"Mr. Alan B. Miller disclaims beneficial ownership of these securities"
Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.
Section 16 regulatory
"beneficial owner of these securities for purposes of Section 16"
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
SEC Form 4
FORM 4UNITED 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*
MILLER ALAN B

(Last)(First)(Middle)
UNIVERSAL HEALTH SERVICES, INC.

(Street)
KING OF PRUSSIA PENNSYLVANIA 19406

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
UNIVERSAL HEALTH SERVICES INC [ UHS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
Executive Chairman
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/27/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class B Common Stock05/27/2026J(1)13,963D$00IMarc Daniel Miller 2024 GRAT
Class B Common Stock05/27/2026J(1)13,963A$01,810,129D
Class B Common Stock05/27/2026J(2)9,418D$00IAbby Miller King 2024 GRAT
Class B Common Stock05/27/2026J(2)9,418A$01,819,547D
Class B Common Stock05/27/2026J(3)9,418D$00IMarni Spencer 2024 GRAT
Class B Common Stock05/27/2026J(3)9,418A$01,828,965D
Class B Common Stock05/27/2026J(4)14,163D$010,132IMarc Daniel Miller 2025 GRAT
Class B Common Stock05/27/2026J(4)14,163A$01,843,128D
Class B Common Stock05/27/2026J(5)14,163D$010,132IAbby Miller King 2025 GRAT
Class B Common Stock05/27/2026J(5)14,163A$01,857,291D
Class B Common Stock05/27/2026J(6)14,163D$010,132IMarni Spencer 2025 GRAT
Class B Common Stock05/27/2026J(6)14,163A$01,871,454D
Class B Common Stock05/27/2026J(7)50,990D$01,820,464D
Class B Common Stock05/27/2026J(7)50,990A$050,990IMarc Daniel Miller 2026 GRAT
Class B Common Stock05/27/2026J(8)25,495D$01,794,969D
Class B Common Stock05/27/2026J(8)25,495A$025,495IAbby Miller King 2026 GRAT
Class B Common Stock05/27/2026J(9)25,495D$01,769,474D
Class B Common Stock05/27/2026J(9)25,495A$025,495IMarni Spencer 2026 GRAT
Class B Common Stock55,763IBy The Abby Miller King 2011 Family Trust
Class B Common Stock8,623IThe Alan and Jill Miller Foundation(10)
Class B Common Stock59,900IThe Marc Daniel Miller 2011 Family Trust
Class B Common Stock55,763IThe Marni Spencer 2011 Family Trust
Class B Common Stock0IAbby Miller King 2023 GRAT
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. On May 27, 2026, 13,963 Class B shares were distributed to Alan B. Miller from the Marc Daniel Miller 2024 GRAT. Alan B. Miller's pecuniary interest in these shares is unchanged. All distributions hereinbefore described were made pursuant to the terms of the Trust Agreement creating each 2024 GRAT.
2. On May 27, 2026, 9,418 Class B shares were distributed to Alan B. Miller from the Abby Miller King 2024 GRAT. Alan B. Miller's pecuniary interest in these shares is unchanged. All distributions hereinbefore described were made pursuant to the terms of the Trust Agreement creating each 2024 GRAT.
3. On May 27, 2026, 9,418 Class B shares were distributed to Alan B. Miller from the Marni Spencer 2024 GRAT. Alan B. Miller's pecuniary interest in these shares is unchanged. All distributions hereinbefore described were made pursuant to the terms of the Trust Agreement creating each 2024 GRAT.
4. On May 27, 2026, 14,163 Class B shares were distributed to Alan B. Miller from the Marc Daniel Miller 2025 GRAT. Alan B. Miller's pecuniary interest in these shares is unchanged. All distributions hereinbefore described were made pursuant to the terms of the Trust Agreement creating each 2025 GRAT.
5. On May 27, 2026, 14,163 Class B shares were distributed to Alan B. Miller from the Abby Miller King 2025 GRAT. Alan B. Miller's pecuniary interest in these shares is unchanged. All distributions hereinbefore described were made pursuant to the terms of the Trust Agreement creating each 2025 GRAT.
6. On May 27, 2026, 14,163 Class B shares were distributed to Alan B. Miller from the Marni Spencer 2025 GRAT. Alan B. Miller's pecuniary interest in these shares is unchanged. All distributions hereinbefore described were made pursuant to the terms of the Trust Agreement creating each 2025 GRAT.
7. On May 27, 2026, 50,990 Class B shares were transferred from Alan B. Miller to the Marc Daniel Miller 2026 GRAT.
8. On May 27, 2026, 25,495 Class B shares were transferred from Alan B. Miller to the Abby Miller King 2026 GRAT.
9. On May 27, 2026, 25,495 Class B shares were transferred from Alan B. Miller to the Marni Spencer 2026 GRAT.
10. Mr. Alan B. Miller disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that Mr. Alan B. Miller is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
/s/ Steve Filton, Attorney-in-Fact for Alan B. Miller05/29/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider activity did UHS Executive Chairman Alan B. Miller report?

Alan B. Miller reported internal transfers and trust distributions of UHS Class B Common Stock on May 27, 2026. These J-code transactions moved shares among his direct holdings and multiple GRATs and family trusts, without any open-market buying or selling activity.

Were any UHS shares bought or sold on the market in this Form 4?

No open-market purchases or sales were reported in this Form 4 for UHS. All coded transactions were "J" (other acquisition or disposition), reflecting transfers and GRAT distributions rather than market trades, and the filing shows zero buy and zero sell transactions.

How many UHS Class B shares does Alan B. Miller hold directly after these transactions?

Following the reported J-code trust and transfer activity, Alan B. Miller’s direct holdings are shown as 1,810,129 Class B shares. This figure reflects his position after the May 27, 2026 internal restructuring among direct ownership and various GRAT entities.

What role do GRATs play in Alan B. Miller’s UHS share ownership?

Multiple GRATs hold and distribute UHS Class B shares connected to Alan B. Miller. On May 27, 2026, several 2024, 2025 and 2026 GRATs transferred or received specific share amounts, shifting shares between trust entities and Miller’s direct holdings without changing his stated pecuniary interest in those distributions.

Does Alan B. Miller claim beneficial ownership of all indirectly held UHS shares?

No. A footnote states that Alan B. Miller disclaims beneficial ownership of certain securities reported. This means some UHS Class B shares held through trusts or related entities are not acknowledged by him as beneficially owned for Section 16 or other legal purposes.

What is the significance of transaction code "J" in this UHS Form 4?

Transaction code "J" denotes "other acquisition or disposition" rather than a standard buy or sell. In this UHS Form 4, J-code entries represent transfers to and from GRATs and related entities, indicating structural ownership changes rather than market-driven trading decisions.