Filing Details

Accession Number:
0001181431-11-018856
Form Type:
4
Zero Holdings:
No
Publication Time:
2011-03-17 20:35:33
Reporting Period:
2011-03-15
Filing Date:
2011-03-17
Accepted Time:
2011-03-17 20:35:33
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
1240386 G Stephen Pagliuca C/O Bain Capital Partners, Llc
111 Huntington Avenue
Boston MA 02199
Yes No Yes No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock, Par Value $0.01 Disposition 2011-03-15 15,619,633 $28.91 89,502,367 No 4 S Indirect See Footnotes
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 S Indirect See Footnotes
Footnotes
  1. The shares of HCA Holdings, Inc. ("HCA") reported on this Form 4 are held of record by Hercules Holding II, LLC ("Hercules II"). Hercules II is held by a private investor group, including affiliates of Bain Capital Investors, LLC ("BCI"), Kohlberg Kravis & Roberts & Co. LLC and Merrill Lynch Global Private Equity, and affiliates of HCA founder Dr. Thomas F. Frist, Jr.
  2. Includes 14,503,009 shares of common stock of HCA indirectly sold by Bain Capital Integral Investors 2006, LLC ("Integral 2006") by virtue of its membership in Hercules II. Mr. Pagliuca is Managing Director BCI. Because BCI is the administrative member of Integral 2006, Mr. Pagliuca may be deemed to share voting and dispositive power with respect to the 83,174,817 shares of Common Stock of HCA indirectly owned by Integral 2006 by virtue of its membership in Hercules Holding II. Mr. Pagliuca disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
  3. Includes 105,869 shares of common stock of HCA indirectly sold by BCIP TCV, LLC ("BCIP TCV") by virtue of its membership in Hercules II. Because BCI is the administrative member of BCIP TCV, Mr. Pagliuca may be deemed to share voting and dispositive power with respect to the 599,929 shares of Common Stock of HCA indirectly owned by BCIP TCV by virtue of its membership in Holdings. Mr. Pagliuca disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
  4. Includes 1,010,755 shares of common stock of HCA indirectly sold by Bain Capital Hercules investors, LLC ("Hercules Investors" together with BCI, Integral 2006 and BCIP TCV, the "Bain Capital Entities"), by virtue of its membership in Hercules II. Because BCI is the administrative member of Hercules Investors, LLC, Mr. Pagliuca may be deemed to share voting and dispositive power with respect to the 5,727,621 shares of Common Stock of HCA indirectly owned by Hercules Investors by virtue of its membership in Holdings. Mr. Pagliuca disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.
  5. As a result of the relationships described in the forgoing footnotes, the Bain Capital Entities may be deemed to share voting and dispositive power with respect to the 357,440,258 shares of Common Stock of HCA held by Hercules II. Each of the Bain Capital Entities disclaims beneficial ownership of such securities, except to the extent of its pecuniary interest therein.
  6. This amount represents a price to the public of $30.00 per share of common stock, less an underwriting discount of $1.0875.