HCA Healthcare, Inc 8-K, filed Apr 28, 2026
HCA Healthcare, Inc. (HCA)
About this 8-K
HCA Healthcare, Inc filed this 8-K on April 28, 2026, reporting on events of April 23, 2026.
Items reported
- Item 5.07: Shareholder vote results
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): April 28, 2026 (
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| Item 5.07. | Submission of Matters to a Vote of Security Holders. |
HCA Healthcare, Inc. (the “Company”) held its Annual Meeting of Stockholders (the “Annual Meeting”) on April 23, 2026. At the Annual Meeting, a total of 209,777,472 shares of the Company’s common stock, out of a total of 223,568,966 shares of common stock outstanding and entitled to vote as of the record date for the Annual Meeting, were represented in person or by proxy. Voting results from the Annual Meeting were as follows:
1. The following nine director nominees were elected to the Company’s Board of Directors for a one-year term, or until such director’s respective successor is duly elected and qualified or until such director’s earlier death, resignation or removal, as follows:
| For | Against | Abstentions | Broker Non-Votes | |||||||||||||
| Thomas F. Frist III |
187,441,344 | 7,941,596 | 51,198 | 14,343,334 | ||||||||||||
| Samuel N. Hazen |
193,666,243 | 1,713,185 | 54,710 | 14,343,334 | ||||||||||||
| John W. Chidsey, III |
193,625,050 | 1,749,879 | 59,209 | 14,343,334 | ||||||||||||
| Nancy-Ann DeParle |
173,121,216 | 22,234,733 | 78,189 | 14,343,334 | ||||||||||||
| William R. Frist |
191,413,785 | 3,970,200 | 50,153 | 14,343,334 | ||||||||||||
| Hugh F. Johnston |
179,518,581 | 15,858,336 | 57,221 | 14,343,334 | ||||||||||||
| Michael W. Michelson |
188,824,111 | 6,553,509 | 56,518 | 14,343,334 | ||||||||||||
| Wayne J. Riley, M.D. |
186,133,512 | 9,085,173 | 215,453 | 14,343,334 | ||||||||||||
| Andrea B. Smith |
189,234,726 | 6,136,191 | 63,221 | 14,343,334 | ||||||||||||
2. The appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026 was ratified as follows:
| For |
Against |
Abstentions |
Broker Non-Votes | |||
| 192,731,533 | 16,987,639 | 58,300 | 0 |
3. The adoption of a non-binding advisory resolution on the Company’s named executive officer compensation as described in the Company’s 2026 proxy statement was approved as follows:
| For |
Against |
Abstentions |
Broker Non-Votes | |||
| 182,386,619 | 12,758,446 | 289,073 | 14,343,334 |
4. The stockholder proposal regarding a report on healthcare consequences as described in the Proxy Statement was not approved as follows:
| For |
Against |
Abstentions |
Broker Non-Votes | |||
| 21,156,498 | 173,337,098 | 940,542 | 14,343,334 |
5. The stockholder proposal regarding shareholders’ right to act by written consent as described in the Proxy Statement was not approved as follows:
| For |
Against |
Abstentions |
Broker Non-Votes | |||
| 42,842,519 | 152,097,860 | 493,759 | 14,343,334 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| HCA HEALTHCARE, INC. | ||
| By: | /s/ John M. Franck II | |
| John M. Franck II | ||
| Vice President – Legal and Corporate Secretary | ||
Date: April 28, 2026