Cuffe Michael S. 4
4 · HCA Healthcare, Inc. · Filed Feb 12, 2026
Research Summary
AI-generated summary of this filing
HCA Healthcare EVP Michael Cuffe Receives Award; Shares Withheld
What Happened
Michael S. Cuffe, EVP and Chief Clinical Officer of HCA Healthcare, received 9,628 shares on 2026-02-10 as an award/vesting of performance share units. To cover tax withholding, 3,501 of those shares were surrendered at $502.05 each (totaling about $1,757,677). Net shares retained from this vesting equal 6,127 shares. The disposition was for tax withholding (code F), not an open-market sale.
Key Details
- Transaction date: 2026-02-10; filing date: 2026-02-12 (appears timely — filed within the normal two-business-day window).
- Award/acquisition: 9,628 shares (reported at $0.00 acquisition price on the Form 4).
- Tax withholding/disposition: 3,501 shares withheld at $502.05/share for ~$1,757,677.
- Net shares retained from this vesting: 6,127 shares (9,628 acquired − 3,501 withheld).
- Footnote: These shares represent the vesting of performance share units granted on 2023-01-30 (4,814 PSUs), which vested at 200% based on achievement of cumulative EPS goals for fiscal years 2023–2025.
- Shares owned after the transaction were not specified in the excerpted filing.
Context
This was a compensation-related vesting event (performance share units) with shares withheld to satisfy tax obligations — a routine administrative step rather than an indication of insider selling for diversification. The PSUs paid out at the maximum 200% of the original grant due to performance metric attainment.
Insider Transaction Report
- Award
Common Stock
[F1]2026-02-10+9,628→ 35,580.902 total - Tax Payment
Common Stock
2026-02-10$502.05/sh−3,501$1,757,677→ 32,079.902 total
Footnotes (1)
- [F1]On January 30, 2023, the reporting person was granted 4,814 performance share units. The performance share units were eligible to vest based on achievement of a cumulative earnings per share goal for fiscal years 2023-2025. 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 2023-2025 earnings per share, the number of performance share units that vested equaled 200% of the units granted.