Form 4: UHS CEO Miller Reports Ownership Form Change

Universal Health Services CEO Marc D. Miller filed a Form 4 detailing a change in the form of indirect beneficial ownership of Class A and Class B common stock, with no change in his pecuniary interest.

Summary

• Marc D. Miller, President and CEO of Universal Health Services, Inc. (UHS), filed a Form 4 reporting changes in the indirect beneficial ownership of Class A and Class B Common Stock.
• These changes primarily involve liquidating distributions from various LLCs (AMK 2014 LLC, MDM 2014 LLC, MS 2014 LLC, A. Miller Family, LLC) to specific trusts (The Marc Daniel Miller 2002 Trust, The Marni Spencer 2002 Trust, The Abby Danielle Miller 2002 Trust).
• For Class B Common Stock, The Marc Daniel Miller 2002 Trust acquired 24,007 shares, The Marni Spencer 2002 Trust acquired 16,748 shares, and The Abby Danielle Miller 2002 Trust acquired 16,748 shares through these distributions.
• For Class A Common Stock, The Marc Daniel Miller 2002 Trust acquired 177,398 shares, The Abby Danielle Miller 2002 Trust acquired 177,398 shares, and The Marni Spencer 2002 Trust acquired 177,398 shares through these distributions.
• The Class A Common Stock is convertible into Class B Common Stock on a share-for-share basis.
• These transactions represent a change in the form of ownership, with no change in Marc D. Miller's or the respective trusts' pecuniary interest in the securities.
• Marc D. Miller disclaims any pecuniary interest in the shares distributed from the 2014 LLCs to the 2002 Trusts.
• Following these transactions, Marc D. Miller directly owns 278,054 shares of Class B Common Stock.
• Indirect beneficial ownership of Class B Common Stock includes 36,988 shares by The Marc Daniel Miller 2002 Trust, 69,726 shares by The Marni Spencer 2002 Trust, 49,294 shares by The Abby Danielle Miller 2002 Trust, 55,763 shares by The Abby Miller King 2011 Family Trust, 59,900 shares by The Marc Daniel Miller 2011 Family Trust, and 55,763 shares by The Marni Spencer 2011 Family Trust.
• Indirect beneficial ownership of Class A Common Stock includes 354,796 shares by A. Miller Family, LLC, 316,593 shares by The Marc Daniel Miller 2002 Trust, 276,461 shares by The Abby Danielle Miller 2002 Trust, 276,461 shares by The Marni Spencer 2002 Trust, and various amounts held by other family trusts and subtrusts.

Sentiment

Score: 5

Explanation: The filing reports a technical change in the form of beneficial ownership with no change in pecuniary interest, which is a neutral event for the company's operations or financial health.

Positives

• The reported transactions are a change in the form of ownership, indicating no sale or disposition of shares by the reporting person, thus maintaining existing beneficial interest.

Negatives

• The filing does not indicate any negative financial or operational developments for the company.

Risks

• No specific risks are mentioned within this Form 4 filing, as it primarily reports a change in the form of beneficial ownership.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future outlook.

Management Comments

• Marc D. Miller disclaims any pecuniary interest in the shares distributed from the 2014 LLCs to the 2002 Trusts, stating that the report shall not be deemed an admission that he is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.

Industry Context

This filing is a routine insider transaction report (Form 4) and does not provide information related to broader industry trends or competitive landscape within the healthcare sector.

Stakeholder Impact

• Shareholders: The filing indicates a change in the form of indirect ownership for a key executive, but no change in the overall beneficial interest, which is a neutral event for existing shareholders.

Key Dates

Keywords

Universal Health Services, UHS, Marc D. Miller, Form 4, insider transaction, beneficial ownership, stock ownership, healthcare, corporate governance