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Filing Details

Accession Number:: 0001209191-13-012251
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-02-27 21:53:05
Reporting Period:: 2013-02-25

Filing Date:: 2013-02-27
Accepted Time:: 2013-02-27 21:53:05
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
860730	Hca Holdings Inc.	HCA	Services-General Medical & Surgical Hospitals, Nec (8062)	273865930

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1373493	B Jonathan Perlin	One Park Plaza Nashville TN 37203	Pres-Clinical Services & Cmo	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2013-02-25	4,467	$0.00	41,581	No	4	A	Direct
Common Stock	Disposition	2013-02-26	33,695	$35.67	7,886	No	4	S	Direct
Common Stock	Disposition	2013-02-26	15,000	$35.65	5,913	No	4	S	Indirect	By 2011 GRAT, Reporting Person Trustee

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	A	Direct
No	4	S	Direct
No	4	S	Indirect	By 2011 GRAT, Reporting Person Trustee

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Non-Qualified Stock Option (right to buy)	Acquisiton	2013-02-26	5,518	$0.00	5,518	$5.98
Common Stock	Non-Qualified Stock Option (right to buy)	Acquisiton	2013-02-26	12,500	$0.00	12,500	$17.33
Common Stock	Stock Appreciation Right	Acquisiton	2013-02-26	18,750	$0.00	18,750	$22.95

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
5,518	2013-02-26	2019-08-27	No	4	A	Direct
12,500	2013-02-26	2021-11-02	No	4	A	Direct
18,750	2013-02-26	2022-02-08	No	4	A	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	9,090	Indirect	By 2012 GRAT, Reporting Person Trustee

Footnotes

Represents common stock underlying 4,467 restricted share units which shall vest in two equal installments on the second and third anniversaries of the grant date.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.6500 to $35.6950, inclusive. The reporting person undertakes to provide to HCA Holdings, Inc., any security holder of HCA Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.6500 to $35.6525, inclusive. The reporting person undertakes to provide to HCA Holdings, Inc., any security holder of HCA Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
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.
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.
On August 27, 2009, the reporting person was granted an option to purchase 27,592 shares of common stock. The option vests in equal increments of 20% at the end of fiscal years 2009, 2010, 2011, 2012 and 2013 if certain annual EBITDA performance targets are achieved, subject to "catch up" vesting, such that, options that were eligible to vest but failed to vest at the end of any year noted above will vest if at the end of any subsequent year or at the end of fiscal year 2014, the cumulative total EBITDA earned in all prior years exceeds the cumulative EBITDA target at the end of such fiscal year. The EBITDA performance criteria for 2012 was met, resulting in vesting of the option as to 5,518 shares.
On November 2, 2011, the reporting person was granted an option to purchase 50,000 shares of common stock. The option vests in equal increments of up to 25% at the end of each of fiscal years 2011, 2012, 2013 and 2014 based upon the extent to which certain EBITDA performance targets have been met for the applicable fiscal year. Based upon the Company's achievement with respect to the EBITDA performance criteria for 2012, 100% of the shares subject to such criteria vested, resulting in the vesting of the option as to 12,500 shares.
On February 8, 2012, the reporting person was granted 75,000 stock appreciation rights. The stock appreciation rights are eligible to vest in equal increments of up to 25% at the end of fiscal years 2012, 2013, 2014 and 2015 based upon the extent to which certain EBITDA performance targets have been met for the applicable fiscal year. Based upon the Company's achievement with respect to the EBITDA performance criteria for 2012, 100% of the stock appreciation rights subject to such criteria vested, resulting in the vesting of 18,750 stock appreciation rights.