0001209191-18-010514.txt : 20180215
0001209191-18-010514.hdr.sgml : 20180215
20180215183546
ACCESSION NUMBER: 0001209191-18-010514
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20180213
FILED AS OF DATE: 20180215
DATE AS OF CHANGE: 20180215
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: CAMPBELL VICTOR L
CENTRAL INDEX KEY: 0001216831
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-11239
FILM NUMBER: 18619125
MAIL ADDRESS:
STREET 1: ONE PARK PLAZA
CITY: NASHVILLE
STATE: TN
ZIP: 37203
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: HCA Healthcare, 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 Holdings, Inc.
DATE OF NAME CHANGE: 20101126
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
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2018-02-13
0
0000860730
HCA Healthcare, Inc.
HCA
0001216831
CAMPBELL VICTOR L
ONE PARK PLAZA
NASHVILLE
TN
37203
0
1
0
0
SVP
Common Stock
2018-02-13
4
M
0
5664
5.9821
A
138539
D
Common Stock
2018-02-13
4
M
0
6756
6.4772
A
145295
D
Common Stock
2018-02-13
4
M
0
2252
10.9168
A
147547
D
Common Stock
2018-02-13
4
M
0
2252
15.9112
A
149799
D
Common Stock
2018-02-13
4
M
0
75000
22.95
A
224799
D
Common Stock
2018-02-13
4
F
0
44535
98.92
D
180264
D
Common Stock
26478
I
By AWC 2012 Trust (Spouse, Trustee)
Common Stock
42478
I
By MNC 2012 Trust (Spouse, Trustee)
Common Stock
33196
I
By Trust f/b/o AWC (Spouse, Trustee)
Common Stock
33196
I
By Trust f/b/o MNC (Spouse, Trustee)
Common Stock
65629
I
By Trust (Daughter, Trustee)
Non-Qualified Stock Option (right to buy)
5.9821
2018-02-13
4
M
0
1158
0.00
D
2019-08-27
Common Stock
1158
0
D
Non-Qualified Stock Option (right to buy)
5.9821
2018-02-13
4
M
0
4506
0.00
D
2019-08-27
Common Stock
4506
0
D
Non-Qualified Stock Option (right to buy)
6.4772
2018-02-13
4
M
0
2252
0.00
D
2011-08-27
2019-08-27
Common Stock
2252
0
D
Non-Qualified Stock Option (right to buy)
6.4772
2018-02-13
4
M
0
4504
0.00
D
2019-08-27
Common Stock
4504
0
D
Non-Qualified Stock Option (right to buy)
10.9168
2018-02-13
4
M
0
2252
0.00
D
2010-08-27
2019-08-27
Common Stock
2252
0
D
Non-Qualified Stock Option (right to buy)
15.9112
2018-02-13
4
M
0
2252
0.00
D
2019-08-27
Common Stock
2252
0
D
Stock Appreciation Right
22.95
2018-02-13
4
M
0
37500
0.00
D
2022-02-08
Common Stock
37500
0
D
Stock Appreciation Right
22.95
2018-02-13
4
M
0
37500
0.00
D
2022-02-08
Common Stock
37500
0
D
Exercise Price was adjusted to reflect a 4.505 to 1 stock split that occurred with respect to the Issuer's common stock effective March 9, 2011.
The option was scheduled to vest in three equal annual installments beginning on August 27, 2012. A change in control of the Issuer occurred effective November 1, 2013, resulting in the accelerated vesting of the option as to the shares that remained unvested.
Shares have been adjusted to reflect a 4.505 to 1 stock split that occurred with respect to the Issuer's common stock effective March 9, 2011.
The option vested in equal increments (i) at the end of fiscal year 2012 upon the achievement of certain annual EBITDA performance targets and (ii) upon a change in control (as defined in the 2006 Stock Incentive Plan for Key Employees of HCA Holdings, Inc. and its Affiliates as Amended and Restated) of the Issuer which occurred effective November 1, 2013.
The option vested at the end of fiscal years 2010 and 2011 based upon the achievement of certain annual EBITDA performance targets.
The option vested at the end of fiscal year 2009 based upon the achievement of certain annual EBITDA performance targets.
The stock appreciation rights vested in four equal annual installments beginning on February 8, 2013.
The stock appreciation rights vested at the end of fiscal years 2012, 2013, 2014 and 2015 based upon the achievement of certain annual EBITDA performance targets.
/s/ Natalie Harrison Cline, Attorney-in-Fact
2018-02-15
EX-24.4_769422
2
poa.txt
POA DOCUMENT
LIMITED POWER OF ATTORNEY FOR SEC REPORTING OBLIGATIONS
KNOW ALL PERSONS BY THESE PRESENTS, that the undersigned hereby makes,
constitutes and appoints Robert A. Waterman, John M. Franck II and Natalie
Harrison Cline as the undersigned's true and lawful attorneys-in-fact, with full
power and authority as hereinafter described on behalf of and in the name, place
and stead of the undersigned to:
(1) prepare, execute, acknowledge, deliver and file a Form ID (including any
amendments or authentications thereto) with respect to obtaining EDGAR codes,
with the U.S. Securities and Exchange Commission;
(2) prepare, execute, acknowledge, deliver and file Forms 3, 4 and 5 (including
any amendments thereto) with respect to the securities of HCA Inc., a Delaware
corporation (the "Company"), with the U.S. Securities and Exchange Commission,
any national securities exchanges and the Company, as considered necessary or
advisable under Section 16(a) of the Securities Exchange Act of 1934 and the
rules and regulations promulgated thereunder, as amended from time to time (the
"Exchange Act");
(3) seek or obtain, as the undersigned's representative and on the
undersigned's behalf, information on transactions in the Company's securities
from any third party, including brokers, employee benefit plan administrators
and trustees, and the undersigned hereby authorizes any such person to release
any such information to the undersigned and approves and ratifies any such
release of information; and
(4) perform any and all other acts which in the discretion of such
attorneys-in-fact are necessary or desirable for and on behalf of the
undersigned in connection with the foregoing.
The undersigned acknowledges that:
(1) this Power of Attorney authorizes, but does not require, such
attorneys-in-fact to act in their discretion on information provided to such
attorneys-in-fact without independent verification of such information;
(2) any documents prepared and/or executed by such attorneys-in-fact on behalf
of the undersigned pursuant to this Power of Attorney will be in such form and
will contain such information and disclosure as such attorney-in-fact, in his or
her discretion, deems necessary or desirable;
(3) neither the Company nor such attorneys-in-fact assumes (i) any liability
for the undersigned's responsibility to comply with the requirements of the
Exchange Act, (ii) any liability of the undersigned for any failure to comply
with such requirements, or (iii) any obligation or liability of the undersigned
for profit disgorgement under Section 16(b) of the Exchange Act; and
(4) this Power of Attorney does not relieve the undersigned from responsibility
for compliance with the undersigned's obligations under the Exchange Act,
including without limitation the reporting requirements under Section 16 of the
Exchange Act.
The undersigned hereby gives and grants the foregoing attorneys-in-fact full
power and authority to do and perform all and every act and thing whatsoever
requisite, necessary or appropriate to be done in and about the foregoing
matters as fully to all intents and purposes as the undersigned might or could
do if present, with full power of substitution and revocation, hereby ratifying
all that such attorney-in-fact, or such attorney-in-fact's substitute or
substitutes, of, for and on behalf of the undersigned, shall lawfully do or
cause to be done by virtue of this Power of Attorney.
This Power of Attorney shall remain in full force and effect until revoked by
the undersigned in a signed writing delivered to such attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 17th day of April, 2008.
/s/Victor L. Campbell
Print Name: Victor L. Campbell