Kathleen M. Whalen - Feb 17, 2023 Form 4 Insider Report for HCA Healthcare, Inc. (HCA)

Role: SVP & Chief Ethics Officer
Signature: /s/ Kevin A. Ball, Attorney-in-Fact
Stock symbol: HCA
Transactions as of: Feb 17, 2023
Transactions value $: -$813,508
Form type: 4
Date filed: 2/22/2023, 07:10 PM
Previous filing: Feb 1, 2023
Next filing: Aug 7, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	HCA	Common Stock	Sale	-$457K	-1.73K	-14.83%	$263.61	9.96K	Feb 17, 2023	Direct	F1
transaction	HCA	Common Stock	Award	$0	+4.56K	+45.77%	$0.00	14.5K	Feb 17, 2023	Direct	F2
transaction	HCA	Common Stock	Tax liability	-$356K	-1.36K	-9.34%	$262.84	13.2K	Feb 17, 2023	Direct

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $263.5481 to $263.615, inclusive. The reporting person undertakes to provide to HCA Healthcare, Inc., any security holder of HCA Healthcare, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
F2	On January 29, 2020, the reporting person was granted 2,280 performance share units. The performance share units were eligible to vest based on achievement of a cumulative earnings per share goal for fiscal years 2020-2022. 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 2020-2022 earnings per share, the number of performance share units that vested equaled 200% of the units granted.

Content

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $263.5481 to $263.615, inclusive. The reporting person undertakes to provide to HCA Healthcare, Inc., any security holder of HCA Healthcare, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

On January 29, 2020, the reporting person was granted 2,280 performance share units. The performance share units were eligible to vest based on achievement of a cumulative earnings per share goal for fiscal years 2020-2022. 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 2020-2022 earnings per share, the number of performance share units that vested equaled 200% of the units granted.