0001209191-15-014546.txt : 20150219 0001209191-15-014546.hdr.sgml : 20150216 20150217164428 ACCESSION NUMBER: 0001209191-15-014546 CONFORMED SUBMISSION TYPE: 5 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20141231 FILED AS OF DATE: 20150217 DATE AS OF CHANGE: 20150217 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Elcan Patricia F CENTRAL INDEX KEY: 0001433376 FILING VALUES: FORM TYPE: 5 SEC ACT: 1934 Act SEC FILE NUMBER: 001-11239 FILM NUMBER: 15623629 MAIL ADDRESS: STREET 1: 3100 WEST END AVENUE STREET 2: SUITE 500 CITY: NASHVILLE STATE: TN ZIP: 37203 5 1 doc5.xml FORM 5 SUBMISSION X0306 5 2014-12-31 0 0 0 0000860730 HCA Holdings, Inc. HCA 0001433376 Elcan Patricia F 3100 WEST END AVENUE NASHVILLE TN 37203 0 0 1 0 Common Stock, par value $0.01 per share 2014-02-25 5 G 0 965312.9574 0.00 A 1176924.9574 I Held indirectly through Hercules Holding II, LLC by The Patricia Frist Elcan 2014 Annuity Trust II Common Stock, par value $0.01 per share 2014-05-19 5 G 0 300623.1574 0.00 A 776573.9641 I Held indirectly through Hercules Holding II, LLC Common Stock, par value $0.01 per share 2014-05-19 5 G 0 300623.1574 0.00 D 776573.9641 I Held indirectly through Hercules Holding II, LLC Common Stock, par value $0.01 per share 2014-05-19 5 G 0 300623.1574 0.00 A 0 I Held indirectly through Hercules Holding II, LLC by Patricia F. Elcan 2008 Family Trust Common Stock, par value $0.01 per share 2014-05-19 5 G 0 300623.1574 0.00 D 0 I Held indirectly through Hercules Holding II, LLC by Patricia F. Elcan 2008 Family Trust Common Stock, par value $0.01 per share 2014-05-19 5 G 0 300623.1574 0.00 A 996767.289 I Held indirectly through Hercules Holding II, LLC by spouse and children Common Stock, par value $0.01 per share 2014-05-19 5 G 0 927352.0894 0.00 A 927352.0894 I Held indirectly through Hercules Holding II, LLC by The Patricia Frist Elcan 2014 Annuity Trust III Common Stock, par value $0.01 per share 2014-05-19 5 G 0 927352.0893 0.00 A 927352.0893 I Held indirectly through Hercules Holding II, LLC by The Patricia Frist Elcan 2014 Annuity Trust IV Common Stock, par value $0.01 per share 2014-11-17 5 G 0 172883.5988 0.00 A 172883.5988 I Held indirectly through Hercules Holding II, LLC by The Patricia Frist Elcan 2014 Annuity Trust VI Common Stock, par value $0.01 per share 41052 D Common Stock, par value $0.01 per share 94608.4096 I Held indirectly through Hercules Holding II, LLC by The Patricia Frist Elcan 2013 Annuity Trust I Common Stock, par value $0.01 per share 461046.2045 I Held indirectly through Hercules Holding II, LLC by Patricia F. Elcan Grat III Trust II Common Stock, par value $0.01 per share 237863.9997 I Held indirectly through Hercules Holding II, LLC by Patricia F. Elcan Grat II Trust I Common Stock, par value $0.01 per share 439142.8945 I Held indirectly through Hercules Holding II, LLC by Elcan Investment Partnership Common Stock, par value $0.01 per share 169207.7998 I Held indirectly through Hercules Holding II, LLC by Elcan Children's Trust Common Stock, par value $0.01 per share 250170 I Held indirectly through Hercules Holding II, LLC by The Patricia Frist Elcan 2013 Annuity Trust V Common Stock, par value $0.01 per share 334830 I Held indirectly through Hercules Holding II, LLC by The Patricia Frist Elcan 2014 Annuity Trust V Common Stock, par value $0.01 per share 700914.9294 I Held indirectly by GRATs Common Stock, par value $0.01 per share 36629163.8593 I Held indirectly through Hercules Holding II, LLC by Frisco, Inc. Hercules Holding II, LLC ("Hercules") holds 91,750,834 shares of the common stock of HCA Holdings, Inc. Hercules has issued one unit per share of HCA Holdings, Inc. that it owns directly. Hercules is held by a private investor group, including affiliates of Bain Capital Investors, LLC, Kohlberg Kravis Roberts & Co. L.P. and 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 Holdings, 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. The Reporting Person received gifts of (i) 965,312.9574, (ii) 2,155,327.3334 and (iii) 172,883.5988 units of Hercules on (i) February 25, 2014, (ii) May 19, 2014 and (iii) November 17, 2014, respectively, which were subsequently transferred to (i) The Patricia Frist Elcan 2014 Annuity Trust II, (ii) Patricia F. Elcan 2008 Family Trust (which subsequently transferred the units to the Reporting Person's children), The Patricia Frist Elcan 2014 Annuity Trust III and The Patricia Frist Elcan 2014 Annuity Trust IV and (iii) The Patricia Frist Elcan 2014 Annuity Trust VI, respectively. The Reporting Person is trustee of (i) The Patricia Frist Elcan 2013 Annuity Trust V, (ii) The Patricia Frist Elcan 2014 Annuity Trust II, (iii) The Patricia Frist Elcan 2014 Annuity Trust III, (iv) The Patricia Frist Elcan 2014 Annuity Trust IV, (v) The Patricia Frist Elcan 2014 Annuity Trust V and (vi) The Patricia Frist Elcan 2014 Annuity Trust VI and 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 HCA Holdings, Inc. The Reporting Person jointly owns with her husband 41,052 shares of HCA Holdings, 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 Holdings, Inc. by virtue of her membership in Hercules. The Reporting Person's husband is the trustee of the Patricia F. Elcan 2008 Family Trust. The Reporting Person may be deemed to have indirect beneficial ownership in respect of 34,951 shares of HCA Holdings, Inc. through an indirect pecuniary interest in such shares held by her husband and children. In addition, the Reporting Person may be deemed to have indirect beneficial ownership in respect of 961,816.2890 units of Hercules, through an indirect pecuniary interest in such units held by her husband and children, and therefore may be deemed to own indirectly the same number of shares of common stock of HCA Holdings, Inc. The Reporting Person is trustee of The Patricia Frist Elcan 2013 Annuity Trust I and may be deemed to be the beneficial owner of the 15,941 shares of HCA Holdings, Inc. held by such trust. The Reporting Person may also be deemed to be the beneficial owner of the 78,667.4096 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 Holdings, Inc. The Reporting Person's husband is the trustee of the Patricia F. Elcan Grat III Trust II and the Reporting Person may be deemed to be the beneficial owner of the 23,148 shares of HCA Holdings, 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 Holdings, Inc. The Reporting Person's husband is the trustee of the Patricia F. Elcan Grat II Trust I and the Reporting Person may be deemed to be the beneficial owner of the 11,943 shares of HCA Holdings, 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 Holdings, Inc. The Reporting Person may be deemed to be the beneficial owner of the 22,049 shares of HCA Holdings, Inc. held by Elcan Investment Partnership. 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 Holdings, Inc. The Reporting Person's husband is the trustee of Elcan Children's Trust and the Reporting Person may be deemed to be the beneficial owner of the 8,495 shares of HCA Holdings, 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 Holdings, Inc. The Reporting Person is the trustee of three additional grantor retained annuity trusts for the benefit of her children and the Reporting Person's husband is the trustee of three additional grantor retained annuity trusts for the benefit of her children and the Reporting Person may, accordingly, be deemed to be the beneficial owner of the 35,190 shares of HCA Holdings, Inc. held by such trusts. In addition, the Reporting Person may be deemed to be the beneficial owner of the 665,724.9294 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 Holdings, Inc. The Reporting Person may be deemed to share voting and dispositive power with respect to 36,629,163.8593 shares of HCA Holdings, 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 Holdings, Inc. /s/ Natalie Harrison Cline, Attorney-in-Fact 2015-02-17