Wyatt Christopher F. 4

What Happened

• Christopher F. Wyatt, Senior Vice President & Controller of HCA Healthcare (HCA), had 3,350 performance-based shares vest on Feb 10, 2026 (awarded at $0). To cover tax withholding, 1,034 of those shares were surrendered at $502.05 each (value ~$519,120). On Feb 11, Wyatt sold 4,000 shares in an open-market transaction at $505.00 per share for proceeds of $2,020,000. Combined value tied to disposed shares is about $2.54M.

Key Details

• Transactions:
  • 2026-02-10: Award/acquisition (A) — 3,350 shares @ $0.00 (vested performance shares)
  • 2026-02-10: Tax withholding (F) — 1,034 shares @ $502.05 (disposed) = $519,120
  • 2026-02-11: Open-market sale (S) — 4,000 shares @ $505.00 (disposed) = $2,020,000
• Shares owned after the transactions: not specified in the provided filing excerpt.
• Footnote: These shares arose from 1,675 performance share units granted Jan 30, 2023 that vested at 200% (company achieved the performance target for 2023–2025).
• Tax withholding: Code F indicates shares were surrendered to satisfy tax obligations (a common settlement method).
• Filing timeliness: Form 4 filed Feb 12, 2026 for Feb 10–11 transactions — appears to be timely (filed within the usual 2-business-day window).

Context

• These transactions reflect PSUs vesting and subsequent share disposition rather than a cash option exercise. The withholding sale covered taxes, and the separate open-market sale realized additional proceeds. Sales by executives can be routine (to cover taxes, diversify, or for liquidity) and do not by themselves indicate company performance or insider sentiment.