0001209191-16-098984.txt : 20160216
0001209191-16-098984.hdr.sgml : 20160215
20160216200647
ACCESSION NUMBER: 0001209191-16-098984
CONFORMED SUBMISSION TYPE: 5
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20151231
FILED AS OF DATE: 20160216
DATE AS OF CHANGE: 20160216
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: 161431234
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
2015-12-31
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
2015-02-25
5
G
0
71274.9611
0.00
A
416230.3707
I
Held indirectly by The Patricia Frist Elcan 2015 Annuity Trust I
Common Stock, par value $0.01 per share
2015-02-25
5
G
0
208558.1295
0.00
A
624788.5002
I
Held indirectly by The Patricia Frist Elcan 2015 Annuity Trust I
Common Stock, par value $0.01 per share
2015-05-26
5
G
0
45296.571
0.00
A
790609.571
I
Held indirectly through Hercules Holding II, LLC by The Patricia Frist Elcan 2015 Annuity Trust II
Common Stock, par value $0.01 per share
41052
D
Common Stock, par value $0.01 per share
776573.9641
I
Held indirectly through Hercules Holding II, LLC
Common Stock, par value $0.01 per share
996767.289
I
Held indirectly by spouse and children
Common Stock, par value $0.01 per share
461046.2045
I
Held indirectly by Patricia F. Elcan Grat III Trust II
Common Stock, par value $0.01 per share
237863.9997
I
Held indirectly by Patricia F. Elcan Grat II Trust I
Common Stock, par value $0.01 per share
439142.8945
I
Held indirectly by Elcan Investment Partnership
Common Stock, par value $0.01 per share
169207.7998
I
Held indirectly by Elcan Children's Trust
Common Stock, par value $0.01 per share
120956
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
1055791.9574
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
402986.0894
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
706405.0893
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
218042
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
62050.5988
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
227621
I
Held indirectly through Hercules Holding II, LLC by The Patricia Frist Elcan 2015 Annuity Trust III
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 84,137,913 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 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 71,274.9611 and 208,558.1295 units of Hercules on February 25, 2015, which were subsequently transferred to The Patricia Frist Elcan 2015 Annuity Trust I, of which she serves as trustee. The Reporting Person received a gift of 45,296.571 units of Hercules on May 26, 2015, which were subsequently transferred to The Patricia Frist Elcan 2015 Annuity Trust II, of which she 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 is trustee of the Patricia Frist Elcan 2015 Annuity Trust I and may be deemed to be the beneficial owner of the 15,941 shares of common stock of HCA Holdings, Inc. held by such trust. The Reporting Person may also be deemed to be the beneficial owner of the 608,847.5002 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 jointly owns with her husband 41,052 shares of common stock 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 may be deemed to have indirect beneficial ownership in respect of 34,951 shares of common stock 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 961,816.289 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's husband 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 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 therefore be deemed to be the beneficial owner of the 11,943 shares of common stock 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 me deemed to be the beneficial owner of the 22,049 shares of common stock 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 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 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 (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, (vi) The Patricia Frist Elcan 2014 Annuity Trust VI and (vii) The Patricia Frist Elcan 2015 Annuity Trust III 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 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 aggregate of 35,190 shares of common stock 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
2016-02-16