UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): May 16, 2016
HCA HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Delaware | 001-11239 | 27-3865930 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
One Park Plaza, Nashville, Tennessee | 37203 | |||
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: (615) 344-9551
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2):
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
As a result of the consummation on May 16, 2016 of the transactions contemplated by the previously announced Share Repurchase Agreement, dated May 10, 2016, among the Company and certain affiliates of Kohlberg Kravis Roberts & Co. (KKR), and pursuant to the Stockholders Agreement of the Company, dated as of March 9, 2011 and amended as of September 21, 2011 (the Stockholders Agreement), Mr. Michael W. Michelson, who serves on the Companys board of directors as a designee of affiliates of KKR pursuant to the Stockholders Agreement, resigned from the board and its Patient Safety and Quality of Care Committee effective May 16, 2016.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
HCA HOLDINGS, INC. | ||
(Registrant) | ||
By: |
/s/ John M. Franck II | |
John M. Franck II | ||
Vice President - Legal and Corporate Secretary |
Date: May 16, 2016