FRIST THOMAS F III 4

What Happened Thomas F. Frist III (Chairman, director and reported 10% owner) was granted 1,041 restricted share units (RSUs) of HCA Healthcare on April 28, 2026. The grant is reported as 1,041 shares at $0.00 (no cash paid at grant). Per the filing footnote, the award consists of 509 RSUs from an annual director equity award and 532 RSUs issued in lieu of annual cash retainers.

Key Details

• Transaction type: Award/Grant (A).
• Transaction date: 2026-04-28; Form 4 filed 2026-04-30 (appears timely).
• Grant size and price: 1,041 RSUs @ $0.00 (no immediate cash value reported).
• Vesting/delivery: RSUs vest on the sooner of the 2027 annual shareholders' meeting or the first anniversary of the grant; vested shares will be delivered when the reporting person ceases to be a Board member (see footnote F1).
• Reported holdings (via affiliated entities): Footnotes show large holdings by related private investor groups — Frisco Holding II: 36,557,141 shares (F2); Hercules Holding II: 32,282,889 shares (F3). The filing notes the Reporting Person may be deemed to exercise voting/investment control over portions of those holdings and disclaims beneficial ownership except to the extent of pecuniary interest (see F2,F3 for breakdowns).
• No sale or purchase of shares occurred in this filing — this is an equity award.

Context This filing documents an equity award (RSUs) to a director/chairman, not an open-market buy or sale. RSU grants to directors are routine compensation and do not by themselves signal buying or selling intent; delivery is deferred per the plan terms. As a 10% owner with substantial holdings through affiliated entities, Frist’s economic interest in HCA is primarily reflected via those private-holding entities described in the footnotes.