0001209191-12-010209.txt : 20120214
0001209191-12-010209.hdr.sgml : 20120214
20120214212922
ACCESSION NUMBER: 0001209191-12-010209
CONFORMED SUBMISSION TYPE: 5
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20111231
FILED AS OF DATE: 20120214
DATE AS OF CHANGE: 20120214
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FRIST THOMAS F III
CENTRAL INDEX KEY: 0001223892
FILING VALUES:
FORM TYPE: 5
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-11239
FILM NUMBER: 12614064
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: HCA Holdings, Inc.
CENTRAL INDEX KEY: 0000860730
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-GENERAL MEDICAL & SURGICAL HOSPITALS, NEC [8062]
IRS NUMBER: 273865930
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: ONE PARK PLZ
CITY: NASHVILLE
STATE: TN
ZIP: 37203
BUSINESS PHONE: 6153449551
MAIL ADDRESS:
STREET 1: ONE PARK PLAZA
CITY: NASHVILLE
STATE: TN
ZIP: 37203
FORMER COMPANY:
FORMER CONFORMED NAME: HCA INC/TN
DATE OF NAME CHANGE: 20010627
FORMER COMPANY:
FORMER CONFORMED NAME: HCA THE HEALTHCARE CO
DATE OF NAME CHANGE: 20010419
FORMER COMPANY:
FORMER CONFORMED NAME: COLUMBIA HCA HEALTHCARE CORP
DATE OF NAME CHANGE: 20000502
5
1
c27237_5x0.xml
MAIN DOCUMENT DESCRIPTION
X0304
5
2011-12-31
1
0
0000860730
HCA Holdings, Inc.
HCA
0001223892
FRIST THOMAS F III
3100 WEST END AVENUE
NASHVILLE
TN
37203
0
0
1
0
Common Stock, par value $0.01 per share
2011-01-31
5
G
0
1121.745
0.00
A
9496.54
I
Held indirectly through Hercules Holding II, LLC
Common Stock, par value $0.01 per share
2011-01-31
5
G
0
1121.745
0.00
A
9496.54
I
Held indirectly through Hercules Holding II, LLC by spouse
Common Stock, par value $0.01 per share
2011-01-31
5
G
0
3365.235
0.00
A
28489.62
I
Held indirectly through Hercules Holding II, LLC by trusts for benefit of children
Common Stock, par value $0.01 per share
3
251424.0497
I
Held indirectly through Hercules Holding II, LLC by Thomas F. Frist III 2010 GRAT
Common Stock, par value $0.01 per share
3
36629163.8593
I
Held indirectly through Hercules Holding II, LLC by Frisco, Inc.
Reflects a 4:505 to 1 forward stock split that occurred on March 9, 2011.
Hercules Holding II, LLC ("Hercules") held 271,348,910 shares of the common stock of HCA Holdings, Inc. (the "Issuer") as of December 31, 2011. Hercules has issued one unit per share of the Issuer that it owns directly. Hercules is held by a private investor group, including affiliates of Bain Capital Investors, LLC and Kohlberg Kravis Roberts & Co. L.P., and affiliates of HCA Inc. founder Dr. Thomas F. Frist, Jr. Mr. Frist may be deemed to be a member of a group exercising voting and investment control over the shares of common stock of the Issuer held by Hercules. However, Mr. Frist disclaims membership in any such group and disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein.
On January 31, 2011, Mr. Frist recevied a gift of 1,121.745 units of Hercules and Mr. Frist's wife recevied a gift of 1,121.745 units of Hercules. In addition, three trusts for the benefit of Mr. Frist's children also received a gift of an aggregate of 3,365.235 units of Hercules on January 31, 2011. Mr. Frist directly owns 9,496.54 units of Hercules and therefore may be deemed to own indirectly the same number of shares of common stock of the Issuer by virtue of his membership in Hercules. Mr. Frist may also be deemed to have indirect beneficial ownership in respect of 9,496.54 units of Hercules, through an indirect pecuniary interest in such units held by his wife, and therefore may be deemed to own indirectly the same number of shares of common stock of the Issuer.
Mr. Frist may be deemed the beneficial owner of the 251,424.0497 units of Hercules held by the Thomas F. Frist III 2010 Grantor Retained Annuity Trust, of which he serves as trustee, and the aggregate 28,489.62 units held by certain trusts for the benefit of his children, each of which his sister serves as trustee, and therefore may be deemed to own indirectly the same number of shares of common stock of the Issuer.
Mr. Frist may be deemed to share voting and dispositive power with respect to 36,629,163.8593 shares of the Issuer that may be deemed to be beneficially owned by Frisco, Inc., by virtue of his position as a director of Frisco, Inc.
/s/ Natalie H. Cline, Attorney-in-Fact for Reporting Person
2012-02-14