Foster Jon M 4

What Happened Jon M. Foster, EVP and Chief Operating Officer of HCA Healthcare (HCA), exercised stock appreciation rights (SARs) on Feb 5, 2026. He acquired 29,330 shares via exercise at an exercise price of $139.06 per share (total cost reported $4,078,630). To cover the tax liability, 16,076 shares were surrendered/withheld at a market price of $513.76 per share (value reported $8,259,206). The filing also shows the SARs settlement reflected as a derivative disposition of 29,330 shares at $0.00.

Key Details

• Transaction date: 2026-02-05; Form 4 filed 2026-02-09 (filed within the typical two-business-day window).
• Exercise (code M): 29,330 shares acquired at $139.06 each — $4,078,630.
• Tax/payment withholding (code F): 16,076 shares withheld/disposed at $513.76 each — $8,259,206.
• Derivative settlement recorded: 29,330 shares @ $0.00 (reflects SAR conversion/settlement).
• Shares owned after the transactions: not provided in the excerpt.
• Footnote: F1 — “The stock appreciation rights vested in four equal annual installments beginning on January 30, 2020.”

Context This was an exercise/settlement of SARs with a portion of shares withheld to satisfy tax obligations — a routine internal settlement rather than an open-market sale. For retail investors, exercises with immediate withholding are common tax-related transactions and do not necessarily signal a change in the insider’s view of the company.