HCA Healthcare EVP & CFO Exercises SARs and Executes Estate Transfers

Transaction Overview

On October 30, 2026, Mike A. Marks, Executive Vice President and Chief Financial Officer of HCA Healthcare, Inc. ($HCA), exercised stock appreciation rights (SARs) and completed estate planning transactions:

1. SAR Exercise & Net Settlement (Oct 30, 2026):

   • Exercised 4,585 SARs with an exercise price of $81.96 per share.
   • Surrendered/withheld 2,287 shares at a fair market value of $473.19 ($1,082,185.53) to cover exercise costs and tax obligations (Code F).
   • Resulted in 2,298 net direct shares retained.

2. Trust Substitution & Gift (Nov 2, 2026):

   • Transferred 1,042 shares from the LAM 2020 Trust to direct ownership pursuant to a power of substitution at $469.405 per share (Code J), an exempt change in the form of beneficial ownership under Rule 16a-13.
   • Made a bona fide charitable or personal gift of 1,042 shares (Code G) at $0.00.

Beneficial Ownership Summary

• Direct Ownership: 2,298 shares
• Indirect Ownership via LAM 2020 Trust: 25,458 shares
• Indirect Ownership via MAM 2020 Trust: 46,576 shares
• Total Beneficial Ownership: 74,332 shares

Market & Trading Significance

This filing carries Low informational significance for investors. None of the transactions constituted open-market purchases or sales. The transactions reflect the routine exercise of expiring derivative awards, standard share withholding for tax liabilities, and intra-family estate planning transfers.