Form 4: HCA Healthcare CFO Gifts Shares to Trusts

Sentiment:

Insider Transaction Report and Power of Attorney


HCA Healthcare's EVP and CFO, Mike A. Marks, reported gift transactions involving common stock to family trusts and a direct gift acquisition and disposition.

Summary

  • Mike A. Marks, EVP and CFO of HCA Healthcare, Inc., reported several gift transactions of common stock.
  • On November 3, 2025, Marks gifted 165 shares of common stock, which were then indirectly beneficially owned by the MAM 2020 Trust. Following this transaction, the MAM 2020 Trust held 43,240 shares.
  • Also on November 3, 2025, Marks acquired 165 shares of common stock as a gift, establishing a direct beneficial ownership of 165 shares.
  • On November 5, 2025, Marks subsequently gifted these 165 directly held shares, reducing his direct beneficial ownership to 0 shares.
  • Marks also indirectly beneficially owns 26,500 shares through the LAM 2020 Trust, which was not involved in these specific transactions.
  • An associated Power of Attorney grants specific individuals authority to prepare and file SEC forms on behalf of Michael A. Marks.

Sentiment

Score: 5

Explanation: The filing reports routine gift transactions by an executive, which are neutral in terms of company performance or outlook. The associated Power of Attorney is a standard corporate governance document for facilitating SEC filings.

Positives

  • The gift transactions to trusts may indicate long-term estate planning by a key executive.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding the company's future performance.

Industry Context

This Form 4 filing details an executive's personal stock transactions, which are routine disclosures for publicly traded companies. It does not provide insights into broader industry trends or competitive landscape.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Authorization of AgentsMichael A. Marks, EVP and CFO, granted a Power of Attorney to John M. Franck II, Natalie Harrison Cline, and Kevin A. Ball to prepare and file SEC forms (e.g., Forms 3, 4, 5) on his behalf. This streamlines compliance with Section 16(a) of the Securities Exchange Act of 1934 and Rule 144 under the Securities Act of 1933.2025-07-31Enhances efficiency and ensures timely compliance with SEC reporting requirements for insider transactions by a key executive.

Related Party Transactions

  • Gift of 165 shares of common stock by Mike A. Marks to the MAM 2020 Trust, a family trust.
  • Indirect beneficial ownership of 43,240 shares by the MAM 2020 Trust.
  • Indirect beneficial ownership of 26,500 shares by the LAM 2020 Trust.

Stakeholder Impact

  • Shareholders: Minimal direct impact from these specific gift transactions, as they are personal estate planning moves by an executive and do not reflect operational performance or strategic shifts.
  • Employees, Customers, Suppliers, Creditors: No direct impact from this filing.

Next Steps

  • The Power of Attorney outlines ongoing responsibilities for the appointed attorneys-in-fact to prepare and file future SEC forms (Forms 3, 4, 5, etc.) on behalf of Michael A. Marks.

Key Dates

DateDescription
2025-07-31Date Power of Attorney was executed by Michael A. Marks.
2025-11-03Date of gift transactions: 165 shares disposed to MAM 2020 Trust and 165 shares acquired directly by Mike A. Marks.
2025-11-05Date of gift transaction: 165 shares disposed directly by Mike A. Marks. Also, the date the Form 4 was signed by the attorney-in-fact.
2027-03-09Expiration date of Notary Public Holly Stockman's commission.

Keywords

HCA Healthcare, HCA, Form 4, Insider Transaction, Gift, Common Stock, Executive Compensation, Beneficial Ownership, SEC Filing, Mike A. Marks, EVP, CFO, Trusts

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