0001209191-15-014550.txt : 20150218
0001209191-15-014550.hdr.sgml : 20150216
20150217164606
ACCESSION NUMBER: 0001209191-15-014550
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: FRIST THOMAS F III
CENTRAL INDEX KEY: 0001223892
FILING VALUES:
FORM TYPE: 5
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-11239
FILM NUMBER: 15623663
MAIL ADDRESS:
STREET 1: 3100 WEST END AVENUE SUITE 1225
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
0001223892
FRIST THOMAS F III
3100 WEST END AVENUE
NASHVILLE
TN
37203
1
0
1
0
Common Stock, par value $0.01 per share
2014-02-25
5
G
0
965312.9574
0.00
A
1298338.4974
I
Held indirectly through Hercules Holding II, LLC by Thomas F. Frist III 2014 Annuity Trust I
Common Stock, par value $0.01 per share
2014-05-19
5
G
0
2155327.3333
0.00
A
2155327.3333
I
Held indirectly through Hercules Holding II, LLC by Thomas F. Frist III 2014 Annuity Trust II
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 Thomas F. Frist III 2014 Annuity Trust III
Common Stock, par value $0.01 per share
9496.54
I
Held indirectly through Hercules Holding II, LLC by Julie D. Frist
Common Stock, par value $0.01 per share
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
250170
I
Held indirectly through Hercules Holding II, LLC by Thomas F. Frist III 2013 Annuity Trust I
Common Stock, par value $0.01 per share
28489.62
I
Held indirectly through Hercules Holding II, LLC by Trusts for Children
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 his pecuniary interest therein.
The Reporting Person received gifts of 965,312.9574, 2,155,327.3333 and 172,883.5988 units of Hercules on February 25, 2014, May 19, 2014 and November 17, 2014, respectively, which were subsequently transferred to Thomas F. Frist III 2014 Annuity Trust I, Thomas F. Frist III 2014 Annuity Trust II and Thomas F. Frist III 2014 Annuity Trust III, respectively, each of which he serves as trustee. Following receipt of these gifts, the Reporting Person may be deemed 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 Holdings, Inc.
The Reporting Person may be deemed to have in 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 HCA Holdings, Inc.
The Reporting Person is the trustee of (i) Thomas F. Frist III 2010 Grantor Retained Annuity Trust and (ii) Thomas F. Frist III 2013 Annuity Trust I 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 common stock of HCA Holdings, Inc.
The Reporting Person may be deemed to be the beneficial owner of the aggregate 28,489.62 units of Hercules 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 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 his 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