McAlevey Michael R 4
4 · HCA Healthcare, Inc. · Filed Feb 12, 2026
Research Summary
AI-generated summary of this filing
HCA Healthcare EVP Michael McAlevey Receives Award, Sells 3,006 Shares
What Happened
Michael R. McAlevey, EVP & Chief Legal and Administrative Officer of HCA Healthcare (HCA), received 8,372 shares on Feb 10, 2026 as the payout of performance share units (awarded at $0). On the same date he disposed of 3,006 shares at $502.05 each (totaling $1,509,162) to satisfy tax withholding obligations.
Key Details
- Transaction date: 2026-02-10; Form filed 2026-02-12. Not reported late.
- Award: 8,372 shares reported as an acquisition (code A) at $0.00 — these represent vested performance share units.
- Disposal: 3,006 shares sold/withheld (code F) at $502.05 per share for $1,509,162 to cover tax liabilities.
- Origin of award: The PSUs were granted Jan 30, 2023 (4,186 units) and vested at 200% based on cumulative EPS performance for fiscal years 2023–2025 (see footnote).
- Ownership note: Reported shares are held in a fully managed account over which Mr. McAlevey disclaims investment authority; he disclaims beneficial ownership except for any pecuniary interest (see footnote).
- Shares owned after the transaction: Not specified in the filing.
Context
This was a performance-based award payout with a routine tax-withholding disposition rather than an open-market sale for investment purposes. Award receipts signal compensation realization (not a purchase), and tax-withholding dispositions are common when equity awards vest.
Insider Transaction Report
Form 4
McAlevey Michael R
EVP & Chief Legal & Admin Off.
Transactions
- Award
Common Stock
[F1]2026-02-10+8,372→ 11,859 total - Tax Payment
Common Stock
2026-02-10$502.05/sh−3,006$1,509,162→ 8,853 total
Holdings
- 2,111(indirect: By 2024 GRAT)
Common Stock
- 26(indirect: By managed account)
Common Stock
[F2]
Footnotes (2)
- [F1]On January 30, 2023, the reporting person was granted 4,186 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.
- [F2]The shares reported herein are held in a fully managed account over which the reporting person does not have any investment authority. The reporting person disclaims beneficial ownership of the shares reported herein except to the extent of his pecuniary interest therein.
Signature
/s/ Kevin A. Ball, Attorney-in-Fact|2026-02-12