5//SEC Filing
Elcan Patricia F 5
Accession 0001209191-20-009697
CIK 0000860730other
Filed
Feb 13, 7:00 PM ET
Accepted
Feb 14, 4:42 PM ET
Size
22.7 KB
Accession
0001209191-20-009697
Insider Transaction Report
Form 5
Elcan Patricia F
10% Owner
Transactions
- Gift
Common Stock, par value $0.01 per share
2019-08-20+315.235→ 1,685,276.637 total(indirect: By Trust)
Holdings
- 41,052
Common Stock, par value $0.01 per share
- 776,573.964(indirect: Held indirectly through Hercules Holding II)
Common Stock, par value $0.01 per share
- 694,348.864(indirect: By Spouse)
Common Stock, par value $0.01 per share
- 613,316.626(indirect: By Trust)
Common Stock, par value $0.01 per share
- 1,490,201.922(indirect: By Trust)
Common Stock, par value $0.01 per share
- 3,547,122.475(indirect: Held indirectly by GRATs)
Common Stock, par value $0.01 per share
- 302,668.425(indirect: By Trust)
Common Stock, par value $0.01 per share
- 461,046.205(indirect: By Trust)
Common Stock, par value $0.01 per share
- 237,864(indirect: By Trust)
Common Stock, par value $0.01 per share
- 439,142.895(indirect: By Partnership)
Common Stock, par value $0.01 per share
- 169,207.8(indirect: By Trust)
Common Stock, par value $0.01 per share
- 36,629,163.859(indirect: Held indirectly through Hercules Holding II by Frisco, Inc.)
Common Stock, par value $0.01 per share
Footnotes (12)
- [F1]Hercules Holding II ("Hercules") holds 68,912,077 shares of common stock of HCA Healthcare, Inc. Hercules is held by a private investor group, including affiliates of HCA Inc. founder Dr. Thomas F. Frist Jr. The Reporting Person may be deemed to be a member of a group exercising voting and investment control over the shares of common stock of HCA Healthcare, Inc. held by Hercules. However, the Reporting Person disclaims membership in any such group and disclaims beneficial ownership of these securities, except to the extent of her pecuniary interest therein.
- [F10]The Reporting Person may be deemed to be the beneficial owner of the 22,049 shares of common stock of HCA Healthcare, Inc. held by Elcan Investment Partnership, of which Mrs. Elcan, her spouse and a trust of which Mrs. Elcan and her spouse serve as co-trustees are the general partners. The Reporting Person may also be deemed to be the beneficial owner of the 417,093.8945 units of Hercules held by Elcan Investment Partnership and therefore may be deemed to own indirectly the same number of shares of common stock of HCA Healthcare, Inc.
- [F11]The Reporting Person's spouse is the trustee of the Elcan Children's Trust, and the Reporting Person may therefore be deemed to be the beneficial owner of the 8,495 shares of common stock of HCA Healthcare, Inc. held by such trust. The Reporting Person may also be deemed to be the beneficial owner of the 160,712.7998 units of Hercules held by such trust and therefore may be deemed to own indirectly the same number of shares of common stock of HCA Healthcare, Inc.
- [F12]The Reporting Person may be deemed to share voting and dispositive power with respect to 36,629,163.8593 shares of HCA Healthcare, Inc. beneficially owned by Frisco, Inc., by virtue of her position as a director of Frisco, Inc. Frisco, Inc. has beneficial ownership of 36,629,163.8593 units of Hercules, and therefore may be deemed to own indirectly the same number of shares of common stock of HCA Healthcare, Inc.
- [F2]The Reporting Person received a gift of 315.234982 units of Hercules on August 20, 2019, which were subsequently transferred to the Patricia Frist Elcan 2019 Annuity Trust II, of which she serves as trustee. Following receipt of this gift, the Reporting Person may be deemed to be the beneficial owner of the units of Hercules held by these trusts and therefore may be deemed to own indirectly the same number of shares of common stock of HCA Healthcare, Inc.
- [F3]The Reporting Person jointly owns with her spouse 41,052 shares of common stock of HCA Healthcare, Inc. and 776,573.9641 units of Hercules and therefore may be deemed to own indirectly the same number of shares of common stock of HCA Healthcare, Inc. by virtue of her ownership in Hercules.
- [F4]The Reporting Person may be deemed to have indirect beneficial ownership in respect of 20,005 shares of common stock of HCA Healthcare, Inc. through an indirect pecuniary interest in such shares held by her spouse and children. In addition, the Reporting Person may be deemed to have indirect beneficial ownership in respect of 674,343.8643 units of Hercules, through an indirect pecuniary interest in such units held by her spouse and children, and therefore may be deemed to own indirectly the same number of shares of common stock of HCA Healthcare, Inc.
- [F5]The Reporting Person may be deemed to be the beneficial owner of the units of Hercules held by The Patricia Frist Elcan 2018 Annuity Trust III and the Patricia Frist Elcan 2019 Annuity Trust I, each of which she serves as trustee, and therefore may be deemed to own indirectly the same number of shares of common stock of HCA Healthcare, Inc.
- [F6]The Reporting Person is trustee of three grantor retained annuity trusts for the benefit of her children, and the Reporting Person's spouse is trustee of nine grantor retained annuity trusts for the benefit of the Reporting Person's children. The Reporting Person may, accordingly, be deemed to be the beneficial owner of the aggregate 51,131 shares of common stock of HCA Healthcare, Inc. held by such trusts. In addition, the Reporting Person may be deemed to be the beneficial owner of the 3,495,991.4752 units of Hercules held by such trusts and therefore may be deemed to own indirectly the same number of shares of common stock of HCA Healthcare, Inc.
- [F7]The Reporting Person is trustee of a trust for the benefit of her child. The Reporting Person may, accordingly, be deemed to be the beneficial owner of the 15,196 shares of common stock of HCA Healthcare, Inc. held by such trust. In addition, the Reporting Person may be deemed to be the beneficial owner of the 287,472.4247 units of Hercules held by such trust and therefore may be deemed to own indirectly the same number of shares of common stock of HCA Healthcare, Inc.
- [F8]The Reporting Person's spouse is the trustee of the Patricia F. Elcan Grat III Trust II, and the Reporting Person may therefore be deemed to be the beneficial owner of the 23,148 shares of common stock of HCA Healthcare, Inc. held by such trust. The Reporting Person may also be deemed to be the beneficial owner of the 437,898.2045 units of Hercules held by such trust and therefore may be deemed to own indirectly the same number of shares of common stock of HCA Healthcare, Inc.
- [F9]The Reporting Person's spouse is the trustee of the Patricia F. Elcan Grat II Trust I, and the Reporting Person may therefore be deemed to be the beneficial owner of the 11,943 shares of common stock of HCA Healthcare, Inc. held by such trust. The Reporting Person may also be deemed to be the beneficial owner of the 225,920.9997 units of Hercules held by such trust and therefore may be deemed to own indirectly the same number of shares of common stock of HCA Healthcare, Inc.
Documents
Issuer
HCA Healthcare, Inc.
CIK 0000860730
Entity typeother
Related Parties
1- filerCIK 0001433376
Filing Metadata
- Form type
- 5
- Filed
- Feb 13, 7:00 PM ET
- Accepted
- Feb 14, 4:42 PM ET
- Size
- 22.7 KB