HCA Healthcare, Inc. 10-K

Item 9A . Controls and Procedures 1. Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Based on this evaluation, our principal executive officer and our principal financial officer concluded that our disclosure controls and procedures were effective as of the end of the period covered by this annual report. 2. Internal Control Over Financial Reporting (a) Management’s Report on Internal Control Over Financial Reporting Our management is responsible for establishing and maintaining effective internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Therefore, even those systems determined to be effective, can provide only reasonable assurance with respect to financial statement preparation and presentation. Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an assessment of the effectiveness of our internal control over financial reporting based on the framework in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework). Based on our assessment under the framework in Internal Control — Integrated Framework, our management concluded that our internal control over financial reporting was effective as of December 31, 2025. Ernst & Young LLP, the independent registered public accounting firm that audited our consolidated financial statements included in this Form 10-K, has issued a report on our internal control over financial reporting, which is included herein. 73 (b) Attestation Report of the Independent Registered Public Accounting Firm Report of Independent Registered Public Accounting Firm To the Stockholders and the Board of Directors of HCA Healthcare, Inc. Opinion on Internal Control Over Financial Reporting We have audited HCA Healthcare, Inc.’s internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, HCA Healthcare, Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2025, based on the COSO criteria. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of HCA Healthcare, Inc. as of December 31, 2025 and 2024, the related consolidated statements of income, comprehensive income, stockholders’ equity (deficit), and cash flows for each of the three years in the period ended December 31, 2025, and the related notes and our report dated February 10, 2026 expressed an unqualified opinion thereon. Basis for Opinion The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. Definition and Limitations of Internal Control Over Financial Reporting A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. /s/ Ernst & Young LLP Nashville, Tennessee February 10, 2026 (c) Changes in Internal Control Over Financial Reporting During the fourth quarter of 2025, there were no changes in our internal control over financial reporting that materially affected or are reasonably likely to materially affect our internal control over financial reporting. 74 Item 9B . Other Information (a) On February 6, 2026, the Company entered into an Exchange Agreement (the “Exchange Agreement”), between the Company and Frisco, Inc., a Delaware corporation (the predecessor to Frisco Holding II (“Frisco”), a Delaware partnership), an entity controlled by the Company’s founder Dr. Thomas F. Frist, Jr. (“Dr. Frist”) and certain affiliates of Dr. Frist (collectively, the “Frist Entities”), pursuant to which the Company exchanged 36,629,188 shares of our common stock (the “Exchanged Shares”) delivered by Frisco to the Company for 36,557,141 new shares of our common stock issued by the Company to Frisco (the “New Shares” and such exchange, the “Exchange”). The Exchange, together with the Conversion (as defined below), constituted a tax-free reorganization for U.S. federal income tax purposes that will facilitate, among other things, certain estate and charitable planning objectives of the Frist Entities. Upon receipt of the Exchanged Shares, the Company retired and canceled the Exchanged Shares and the Exchanged Shares ceased to be outstanding and returned to the status of authorized but unissued shares. As a result, the net effect of the Exchange on the Company is a decrease of 72,047 shares of our outstanding common stock. Prior to the Exchange, 36,629,188 shares of our common stock were distributed to Frisco in kind by Hercules Holding II (“Hercules”), a Delaware partnership, pro rata and for no additional consideration in accordance with Frisco’s percentage interest in Hercules, as a result of which Frisco became a direct stockholder of the Company. Following completion of the Exchange, Frisco, Inc. converted into a partnership (the “Conversion”). The New Shares were issued in reliance on the exemption from registration provided under Section 3(a)(9) of the Securities Act of 1933, as amended (the “Securities Act”). In connection with the Exchange, each of the Stockholders’ Agreement, dated as of March 9, 2011, by and among the Company, Hercules Holding II, LLC and the other signatories thereto (as amended), the Registration Rights Agreement, dated as of November 22, 2010, by and among HCA Holdings, Inc., Hercules Holding II, LLC and certain other parties thereto, and the Indemnification Priority and Information Sharing Agreement, dated as of November 1, 2009, by and between HCA Inc. and certain other parties thereto, were amended and restated (such amended and restated agreements, the “Amended and Restated Stockholders’ Agreement”, the “Amended and Restated Registration Rights Agreement” and the “Amended and Restated Indemnification Priority and Information Sharing Agreement”, respectively) to provide for certain ministerial amendments in connection with the Exchange. In addition, the Amended and Restated Stockholders’ Agreement includes certain restrictions on sales by Frisco and its permitted transferees, that apply from the date of the Exchange until the earlier of (i) the date on which Frisco and its permitted transferees are eligible to sell the New Shares under the non-affiliate conditions of Rule 144(b)(1) under the Securities Act or (ii) six years from the date of the Exchange. (b) During the three months ended December 31, 2025 , no director or officer (as defined in Rule 16a-1(f) of the Exchange Act) of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K. Item 9C . Disclosure Regarding Foreign Jurisdictions that Prevent Inspections None. 75 PART III Item 10 . Directors, Executive Officers and Corporate Governance The information required by this Item regarding the identity and business experience of our directors and executive officers is set forth under the heading “Nominees for Election” and “Election of Directors” in the definitive proxy materials of HCA to be filed in connection with our 2026 Annual Meeting of Stockholders with respect to our directors and is set forth in Item 1 of Part I of this annual report on Form 10-K with respect to our executive officers. The information required by this Item contained in such definitive proxy materials is incorporated herein by reference. Information on the beneficial ownership reporting for our directors and executive officers required by this Item is contained under the caption “Delinquent Section 16(a) Reports” in the definitive proxy materials to be filed in connection with our 2026 Annual Meeting of Stockholders and is incorporated herein by reference. Information on our Audit and Compliance Committee and Audit Committee Financial Experts required by this Item is contained under the caption “Corporate Governance” in the definitive proxy materials to be filed in connection with our 2026 Annual Meeting of Stockholders and is incorporated herein by reference. We have a Code of Conduct which is applicable to all our directors, officers and employees (the “Code of Conduct”). The Code of Conduct is available on the Governance Documents page within the Governance section of our investor relations website at investor.hcahealthcare.com. To the extent required pursuant to applicable SEC regulations, we intend to post amendments to or waivers from our Code of Conduct (to the extent applicable to our chief executive officer, principal financial officer or principal accounting officer) at this location on our website or report the same on a Current Report on Form 8-K. Our Code of Conduct is available free of charge upon request to our Investor Relations Department, HCA Healthcare, Inc., One Park Plaza, Nashville, TN 37203. We have adopted a securities trading policy (the “Securities Trading Policy”) that governs the purchase, sale and/or other dispositions of our securities by all directors, officers and employees of the Company or any of our affiliates and subsidiaries, and by the Company itself. We believe that the Securities Trading Policy and related practices in respect of Company transactions are reasonably designed to promote compliance with insider trading laws, rules and regulations and listing standards applicable to the Company. A copy of our Securities Trading Policy is filed with this Annual Report on Form 10-K as Exhibit 19. Item 11 . Executive Compensation The information required by this Item is set forth under the headings “Executive Compensation” and “Compensation Committee Interlocks and Insider Participation” in the definitive proxy materials to be filed in connection with our 2026 Annual Meeting of Stockholders, which information is incorporated herein by reference, except as to information required pursuant to Item 402(v) of SEC Regulation S-K, relating to pay versus performance. Item 12 . Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters Information about security ownership of certain beneficial owners required by this Item is set forth under the heading “Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters” in the definitive proxy materials to be filed in connection with our 2026 Annual Meeting of Stockholders, which information is incorporated herein by reference. 76 This table provides certain information as of December 31, 2025 with respect to our equity compensation plans: EQUITY COMPENSATION PLAN INFORMATION (Share and share unit amounts in millions) (a) (b) (c) Plan Category Number of securities to be issued upon exercise of outstanding options, warrants and rights Weighted-average exercise price of outstanding options, warrants and rights Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column(a)) Equity compensation plans approved by security holders 6,439 (1) $194.62 (1) 27,913 (2) Equity compensation plans not approved by security holders — — — Total 6,439 $194.62 27,913 (1) Includes 1.228 million restricted share units which vest solely based upon continued employment over a specific period of time and 1.105 million performance share units which vest based upon continued employment over a specific period of time and the achievement of predetermined financial targets over time. The performance share units reported reflect the number of performance share units that would vest upon achievement of target performance; the number of performance share units that vest can vary from zero (for actual performance less than 85% of target for 2025 grants and 90% of target for 2024 and prior grants) to two times the units granted (for actual performance of 110% or more of target). The weighted average exercise price does not take these restricted share units and performance share units into account. (2) Includes 18.794 million shares available for future grants under the 2020 Stock Incentive Plan for Key Employees of HCA Healthcare, Inc. and its Affiliates and 9.119 million shares of common stock reserved for future issuance under the HCA Healthcare, Inc. 2023 Employee Stock Purchase Plan. * For additional information concerning our equity compensation plans, see the discussion in Note 2 — Share-Based Compensation in the notes to the consolidated financial statements. Item 13 . Certain Relationships and Related Transactions, and Director Independence The information required by this Item is set forth under the headings “Certain Relationships and Related Party Transactions” and “Corporate Governance” in the definitive proxy materials to be filed in connection with our 2026 Annual Meeting of Stockholders, which information is incorporated herein by reference. Item 14 . Principal Accountant Fees and Services The information required by this Item is set forth under the heading “Ratification of Appointment of Independent Registered Public Accounting Firm” in the definitive proxy materials to be filed in connection with our 2026 Annual Meeting of Stockholders, which information is incorporated herein by reference. 77 PART IV Item 15 . Exhibits and Fina ncial Statement Schedules (a) Documents filed as part of the report: 1. Financial Statements. The accompanying Index to Consolidated Financial Statements on page F-1 of this annual report on Form 10-K is provided in response to this item. 2. List of Financial Statement Schedules. All schedules are omitted because the required information is either not present, not present in material amounts or presented within the consolidated financial statements. 3. List of Exhibits 2.1 — Agreement and Plan of Merger, dated July 24, 2006, by and among HCA Inc., Hercules Holding II, LLC and Hercules Acquisition Corporation (filed as Exhibit 2.1 to the Company’s Current Report on Form 8-K filed July 25, 2006, and incorporated herein by reference). 2.2 — Merger Agreement, dated November 22, 2010, by and among HCA Inc., HCA Holdings, Inc., and HCA Merger Sub LLC (filed as Exhibit 2.1 to the Company’s Current Report on Form 8-K filed November 24, 2010, and incorporated herein by reference). 3.1 — Amended and Restated Certificate of Incorporation of the Company (restated for SEC filing purposes only) (filed as Exhibit 4.1 to the Company’s Registration Statement on Form S-8 (File No. 333-288235), and incorporated herein by reference). 3.2 — Third Amended and Restated Bylaws of the Company (filed as Exhibit 3.1 to the Company’s Current Report on Form 8-K filed December 19, 2022, and incorporated herein by reference). 4.1 — Description of Registered Securities. 4.2 — Specimen Certificate for shares of Common Stock, par value $0.01 per share, of the Company (filed as Exhibit 4.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2017, and incorporated herein by reference). 4.3 — Amended and Restated Registration Rights Agreement, dated as of February 6, 2026, by and among the Company, Hercules Holding II, and Frisco Holding II. 4.4 — Registration Rights Agreement, dated as of March 16, 1989, by and among HCA-Hospital Corporation of America and the persons listed on the signature pages thereto (filed as Exhibit 4.14 to the Company’s Registration Statement on Form S-4 (File No. 333-145054), and incorporated herein by reference). 4.5 — Assignment and Assumption Agreement, dated as of February 10, 1994, by and between HCA-Hospital Corporation of America and Columbia Healthcare Corporation relating to the Registration Rights Agreement, as amended (filed as Exhibit 4.15 to the Company’s Registration Statement on Form S-4 (File No. 333-145054), and incorporated herein by reference). 4.6(a) — Indenture, dated as of December 16, 1993, by and between the Company and The First National Bank of Chicago, as Trustee (filed as Exhibit 4.16(a) to the Company’s Registration Statement on Form S-4 (File No. 333-145054), and incorporated herein by reference). 4.6(b) — First Supplemental Indenture, dated as of May 25, 2000, by and between the Company and Bank One Trust Company, N.A., as Trustee (filed as Exhibit 4.16(b) to the Company’s Registration Statement on Form S-4 (File No. 333-145054), and incorporated herein by reference). 4.6(c) — Second Supplemental Indenture, dated as of July 1, 2001, by and between the Company and Bank One Trust Company, N.A., as Trustee (filed as Exhibit 4.16(c) to the Company’s Registration Statement on Form S-4 (File No. 333-145054), and incorporated herein by reference). 4.6(d) — Third Supplemental Indenture, dated as of December 5, 2001, by and between the Company and The Bank of New York, as Trustee (filed as Exhibit 4.16(d) to the Company’s Registration Statement on Form S-4 (File No. 333-145054), and incorporated herein by reference). 78 4.6(e) — Fourth Supplemental Indenture, dated as of November 14, 2006, by and between the Company and The Bank of New York, as Trustee (filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K filed November 16, 2006, and incorporated herein by reference). 4.7 — Form of Fixed Rate Global Medium-Term Note (filed as Exhibit 4.19 to the Company’s Registration Statement on Form S-4 (File No. 333-145054), and incorporated herein by reference). 4.8 — Form of Floating Rate Global Medium-Term Note (filed as Exhibit 4.20 to the Company’s Registration Statement on Form S-4 (File No. 333-145054), and incorporated herein by reference). 4.9 — Form of 7.50% Debenture due 2095 (filed as Exhibit 4.23 to the Company’s Registration Statement on Form S-4 (File No. 333-145054), and incorporated herein by reference). 4.10 — Form of 7.05% Debenture due 2027 (filed as Exhibit 4.24 to the Company’s Registration Statement on Form S-4 (File No. 333-145054), and incorporated herein by reference). 4.11 — 7.50% Note due 2033 in the principal amount of $250,000,000 (filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K filed November 6, 2003, and incorporated herein by reference). 4.12 — Form of Indenture of HCA Inc. (filed as Exhibit 4.2 to the Registrant’s Registration Statement on Form S-3 (File No. 333-175791), and incorporated herein by reference). 4.13 — Indenture dated as of August 1, 2011, by and among HCA Inc., the guarantors named on Schedule I thereto, Delaware Trust Company (as successor to Law Debenture Trust Company of New York), as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.5 to the Company’s Registration Statement on Form S-3 (File No. 333-226709), and incorporated herein by reference). 4.14 — Indenture, dated as of December 6, 2012, by and among HCA Holdings, Inc., Law Debenture Trust Company of New York, as trustee, and Deutsche Bank Trust Company Americas, as registrar, paying agent and transfer agent (filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K filed December 6, 2012, and incorporated herein by reference). 4.15 — Supplemental Indenture No. 15, dated as of March 15, 2016, by and among HCA Inc., HCA Holdings, Inc., the subsidiary guarantors named therein, Law Debenture Trust Company of New York, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K filed March 15, 2016, and incorporated herein by reference). 4.16 — Form of 5.250% Senior Secured Notes due 2026 (included in Exhibit 4.15). 4.17 — Supplemental Indenture No. 16, dated as of August 15, 2016, by and among HCA Inc., HCA Holdings, Inc., the subsidiary guarantors named therein, Law Debenture Trust Company of New York, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.3 to the Company’s Current Report on Form 8-K filed August 15, 2016, and incorporated herein by reference). 4.18 — Form of 4.500% Senior Secured Notes due 2027 (included in Exhibit 4.17). 4.19 — Supplemental Indenture No. 17, dated as of December 9, 2016, by and among HCA Inc., HCA Holdings, Inc., the subsidiary guarantors named therein, Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.1 to the Company’s Current Report on Form 8-K filed December 9, 2016, and incorporated herein by reference). 4.20 — Supplemental Indenture No. 18, dated as of June 22, 2017, by and among HCA Inc., HCA Healthcare, Inc., the subsidiary guarantors named therein, Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K filed June 22, 2017, and incorporated herein by reference). 4.21 — Form of 5.500% Senior Secured Notes due 2047 (included in Exhibit 4.20). 79 4.22 — Supplemental Indenture No. 19, dated as of August 23, 2018, by and among HCA Inc., HCA Healthcare, Inc., Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K filed August 23, 2018, and incorporated herein by reference). 4.23 — Form of 5.375% Senior Notes Due 2026 (included in Exhibit 4.22). 4.24 — Supplemental Indenture No. 20, dated as of August 23, 2018, by and among HCA Inc., HCA Healthcare, Inc., Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.3 to the Company’s Current Report on Form 8-K filed August 23, 2018, and incorporated herein by reference). 4.25 — Form of 5.625% Senior Notes Due 2028 (included in Exhibit 4.24). 4.26 — Supplemental Indenture No. 21, dated as of January 22, 2019, by and among HCA Inc., HCA Healthcare, Inc., Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.4 to the Company’s Current Report on Form 8-K filed January 22, 2019, and incorporated herein by reference). 4.27 — Supplemental Indenture No. 22, dated as of January 30, 2019, by and among HCA Inc., HCA Healthcare, Inc., Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K filed January 30, 2019, and incorporated herein by reference). 4.28 — Form of 5.875% Senior Notes Due 2029 (included in Exhibit 4.27). 4.29 — Supplemental Indenture No. 23, dated as of June 12, 2019, by and among HCA Inc., HCA Healthcare, Inc., the subsidiary guarantors named therein, Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K filed June 12, 2019, and incorporated herein by reference). 4.30 — Supplemental Indenture No. 24, dated as of June 12, 2019, by and among HCA Inc., HCA Healthcare, Inc., the subsidiary guarantors named therein, Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.3 to the Company’s Current Report on Form 8-K filed June 12, 2019, and incorporated herein by reference). 4.31 — Supplemental Indenture No. 25, dated as of June 12, 2019, by and among HCA Inc., HCA Healthcare, Inc., the subsidiary guarantors named therein, Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.4 to the Company’s Current Report on Form 8-K filed June 12, 2019, and incorporated herein by reference). 4.32 — Form of 4 1/8% Senior Secured Notes due 2029 (included in Exhibit 4.29). 4.33 — Form of 5 1/8% Senior Secured Notes due 2039 (included in Exhibit 4.30). 4.34 — Form of 5 1/4% Senior Secured Notes due 2049 (included in Exhibit 4.31). 4.35 — Supplemental Indenture No. 26, dated as of February 26, 2020, by and among HCA Inc., HCA Healthcare, Inc., Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K filed February 26, 2020, and incorporated herein by reference). 4.36 — Form of 3.500% Senior Notes Due 2030 (included in Exhibit 4.35). 4.37 — Supplemental Indenture No. 27, dated as of June 30, 2021, by and among HCA Inc., HCA Healthcare, Inc., the subsidiary guarantors named therein, Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K filed July 1, 2021, and incorporated herein by reference). 4.38 — Supplemental Indenture No. 28, dated as of June 30, 2021, by and among HCA Inc., HCA Healthcare, Inc., the subsidiary guarantors named therein, Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.3 to the Company’s Current Report on Form 8-K filed July 1, 2021, and incorporated herein by reference). 80 4.39 — Form of 2 3/8% Senior Secured Notes Due 2031 (included in Exhibit 4.37). 4.40 — Form of 3 1/2% Senior Secured Notes Due 2051 (included in Exhibit 4.38). 4.41 — Supplemental Indenture No. 29, dated as of March 9, 2022, among HCA Inc., HCA Healthcare, Inc., the subsidiary guarantors named therein, Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K filed March 10, 2022, and incorporated herein by reference). 4.42 — Supplemental Indenture No. 30, dated as of March 9, 2022, among HCA Inc., HCA Healthcare, Inc., the subsidiary guarantors named therein, Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.3 to the Company’s Current Report on Form 8-K filed March 10, 2022, and incorporated herein by reference). 4.43 — Supplemental Indenture No. 31, dated as of March 9, 2022, among HCA Inc., HCA Healthcare, Inc., the subsidiary guarantors named therein, Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.4 to the Company’s Current Report on Form 8-K filed March 10, 2022, and incorporated herein by reference). 4.44 — Supplemental Indenture No. 32, dated as of March 9, 2022, among HCA Inc., HCA Healthcare, Inc., the subsidiary guarantors named therein, Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.5 to the Company’s Current Report on Form 8-K filed March 10, 2022, and incorporated herein by reference). 4.45 — Supplemental Indenture No. 33, dated as of March 9, 2022, among HCA Inc., HCA Healthcare, Inc., the subsidiary guarantors named therein, Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.6 to the Company’s Current Report on Form 8-K filed March 10, 2022, and incorporated herein by reference). 4.46 — Form of 3 1/8% Senior Secured Notes due 2027 (included in Exhibit 4.41). 4.47 — Form of 3 3/8% Senior Secured Notes due 2029 (included in Exhibit 4.42). 4.48 — Form of 3 5/8% Senior Secured Notes due 2032 (included in Exhibit 4.43). 4.49 — Form of 4 3/8% Senior Secured Notes due 2042 (included in Exhibit 4.44). 4.50 — Form of 4 5/8% Senior Secured Notes due 2052 (included in Exhibit 4.45). 4.51 — Registration Rights Agreement, dated as of March 9, 2022, among HCA Inc., HCA Healthcare, Inc., the subsidiary guarantors named therein and Citigroup Global Markets Inc., BofA Securities, Inc., J.P. Morgan Securities LLC and Morgan Stanley & Co. LLC as representatives of the other several initial purchasers named therein (filed as Exhibit 4.16 to the Company’s Current Report on Form 8-K filed March 10, 2022, and incorporated herein by reference). 4.52 — Supplemental Indenture No. 34, dated as of May 4, 2023, among HCA Inc., HCA Healthcare, Inc., Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on May 4, 2023, and incorporated herein by reference). 4.53 — Supplemental Indenture No. 35, dated as of May 4, 2023, among HCA Inc., HCA Healthcare, Inc., Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.3 to the Company’s Current Report on Form 8-K filed on May 4, 2023, and incorporated herein by reference). 4.54 — Supplemental Indenture No. 36, dated as of May 4, 2023, among HCA Inc., HCA Healthcare, Inc., Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.4 to the Company’s Current Report on Form 8-K filed on May 4, 2023, and incorporated herein by reference). 4.55 — Form of 5.200% Senior Notes due 2028 (included in Exhibit 4.52). 4.56 — Form of 5.500% Senior Notes due 2033 (included in Exhibit 4.53). 4.57 — Form of 5.900% Senior Notes due 2053 (included in Exhibit 4.54). 4.58 — Supplemental Indenture No. 37, dated as of February 23, 2024, among HCA Inc., HCA Healthcare, Inc., Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying 81 agent, registrar and transfer agent (filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on February 23, 2024, and incorporated herein by reference). 4.59 — Supplemental Indenture No. 38, dated as of February 23, 2024, among HCA Inc., HCA Healthcare, Inc., Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.3 to the Company’s Current Report on Form 8-K filed on February 23, 2024, and incorporated herein by reference). 4.60 — Supplemental Indenture No. 39, dated as of February 23, 2024, among HCA Inc., HCA Healthcare, Inc., Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.4 to the Company’s Current Report on Form 8-K filed on February 23, 2024, and incorporated herein by reference). 4.61 — Supplemental Indenture No. 40, dated as of February 23, 2024, among HCA Inc., HCA Healthcare, Inc., Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.5 to the Company’s Current Report on Form 8-K filed on February 23, 2024, and incorporated herein by reference). 4.62 — Form of 5.450% Senior Notes due 2031(included in Exhibit 4.58). 4.63 — Form of 5.600% Senior Notes due 2034 (included in Exhibit 4.59). 4.64 — Form of 6.000% Senior Notes due 2054 (included in Exhibit 4.60). 4.65 — Form of 6.100% Senior Notes due 2064 (included in Exhibit 4.61). 4.66 — Supplemental Indenture No. 41, dated as of August 12, 2024, among HCA Inc., HCA Healthcare, Inc., CSC Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.4 to the Company’s Current Report on Form 8-K filed on August 12, 2024, and incorporated herein by reference). 4.67 — Supplemental Indenture No. 42, dated as of August 12, 2024, among HCA Inc., HCA Healthcare, Inc., CSC Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.5 to the Company’s Current Report on Form 8-K filed on August 12, 2024, and incorporated herein by reference). 4.68 — Supplemental Indenture No. 43, dated as of August 12, 2024, among HCA Inc., HCA Healthcare, Inc., CSC Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.6 to the Company’s Current Report on Form 8-K filed on August 12, 2024, and incorporated herein by reference). 4.69 — Form of 5.450% Senior Notes due 2034 (included in Exhibit 4.67). 4.70 — Form of 5.950% Senior Notes due 2054 (included in Exhibit 4.68). 4.71 — Supplemental Indenture No. 44, dated as of February 21, 2025, among HCA Inc., HCA Healthcare, Inc., CSC Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on February 21, 2025, and incorporated herein by reference). 4.72 — Supplemental Indenture No. 45, dated as of February 21, 2025, among HCA Inc., HCA Healthcare, Inc., CSC Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.3 to the Company’s Current Report on Form 8-K filed on February 21, 2025, and incorporated herein by reference). 4.73 — Supplemental Indenture No. 46, dated as of February 21, 2025, among HCA Inc., HCA Healthcare, Inc., CSC Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.4 to the Company’s Current Report on Form 8-K filed on February 21, 2025, and incorporated herein by reference). 4.74 — Supplemental Indenture No. 47, dated as of February 21, 2025, among HCA Inc., HCA Healthcare, Inc., CSC Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.5 to the Company’s Current Report on Form 8-K filed on February 21, 2025, and incorporated herein by reference). 4.75 — Supplemental Indenture No. 48, dated as of February 21, 2025, among HCA Inc., HCA Healthcare, Inc., CSC Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as 82 paying agent, registrar and transfer agent (filed as Exhibit 4.6 to the Company’s Current Report on Form 8-K filed on February 21, 2025, and incorporated herein by reference). 4.76 — Supplemental Indenture No. 49, dated as of February 21, 2025, among HCA Inc., HCA Healthcare, Inc., CSC Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.7 to the Company’s Current Report on Form 8-K filed on February 21, 2025, and incorporated herein by reference). 4.77 — Form of 5.000% Senior Notes due 2028 (included in Exhibit 4.71). 4.78 — Form of Floating Rate Senior Notes due 2028 (included in Exhibit 4.72). 4.79 — Form of 5.250% Senior Notes due 2030 (included in Exhibit 4.73). 4.80 — Form of 5.500% Senior Notes due 2032 (included in Exhibit 4.74). 4.81 — Form of 5.750% Senior Notes due 2035 (included in Exhibit 4.75). 4.82 — Form of 6.200% Senior Notes due 2055 (included in Exhibit 4.76). 4.83 — Supplemental Indenture No. 50, dated as of October 31, 2025, among HCA Inc., HCA Healthcare, Inc., CSC Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.2 to the Company’s Current Report on Form 8-K filed on October 31, 2025, and incorporated herein by reference). 4.84 — Supplemental Indenture No. 51, dated as of October 31, 2025, among HCA Inc., HCA Healthcare, Inc., CSC Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.3 to the Company’s Current Report on Form 8-K filed on October 31, 2025, and incorporated herein by reference). 4.85 — Supplemental Indenture No. 52, dated as of October 31, 2025, among HCA Inc., HCA Healthcare, Inc., CSC Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.4 to the Company’s Current Report on Form 8-K filed on October 31, 2025, and incorporated herein by reference). 4.86 — Supplemental Indenture No. 53, dated as of October 31, 2025, among HCA Inc., HCA Healthcare, Inc., CSC Delaware Trust Company, as trustee, and Deutsche Bank Trust Company Americas, as paying agent, registrar and transfer agent (filed as Exhibit 4.5 to the Company’s Current Report on Form 8-K filed on October 31, 2025, and incorporated herein by reference). 4.87 — Form of 4.300% Senior Notes due 2030 (included in Exhibit 4.83). 4.88 — Form of 4.600% Senior Notes due 2032 (included in Exhibit 4.84). 4.89 — Form of 4.900% Senior Notes due 2035 (included in Exhibit 4.85). 4.90 — Form of 5.700% Senior Notes due 2055 (included in Exhibit 4.86). 10.1 — Form of Indemnity Agreement with certain officers and directors (filed as Exhibit 10.3 to the Company’s Registration Statement on Form S-4 (File No. 333-145054) and incorporated herein by reference). 10.2(a) — 2006 Stock Incentive Plan for Key Employees of HCA Holdings, Inc. and its Affiliates as Amended and Restated (filed as Exhibit 10.11(b) to the Company’s Registration Statement on Form S-1 (File No. 333-171369), and incorporated herein by reference).* 10.2(b) — First Amendment to 2006 Stock Incentive Plan for Key Employees of HCA Holdings, Inc. and its Affiliates, as Amended and Restated (filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2011, and incorporated herein by reference).* 10.2(c) — Second Amendment to the 2006 Stock Incentive Plan for Key Employees of HCA Holdings, Inc. and its Affiliates, as Amended and Restated (filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2013, and incorporated herein by reference).* 10.3(a) — Management Stockholder’s Agreement, dated November 17, 2006 (filed as Exhibit 10.12 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2006, and incorporated herein by reference). 83 10.3(b) — Form of Omnibus Amendment to HCA Holdings, Inc.’s Management Stockholder’s Agreements (filed as Exhibit 10.39 to the Company’s Registration Statement on Form S-1 (File No. 333-171369), and incorporated herein by reference). 10.4 — Form of Stock Appreciation Right Award Agreement Under the 2006 Stock Incentive Plan for Key Employees of HCA Holdings, Inc. and its Affiliates, as Amended and Restated (filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed February 14, 2012, and incorporated herein by reference).* 10.5 — Retirement Agreement, dated as of January 1, 2002, by and between the Company and Thomas F. Frist, Jr., M.D. (filed as Exhibit 10.30 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2001, and incorporated herein by reference).* 10.6(a) — Amended and Restated HCA Supplemental Executive Retirement Plan, effective December 22, 2010, except as provided therein (filed as Exhibit 10.26 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2010, and incorporated herein by reference).* 10.6(b) — Amendment, dated December 22, 2020, to Amended and Restated HCA Supplemental Executive Retirement Plan (filed as Exhibit 10.7(b) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020, and incorporated herein by reference).* 10.7 — Amended and Restated HCA Restoration Plan, as amended through July 28, 2025 (filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, and incorporated herein by reference).* 10.8(a) — Employment Agreement dated November 16, 2006 (Samuel N. Hazen) (filed as Exhibit 10.27(d) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2006, and incorporated herein by reference).* 10.8(b) — Amendment to Employment Agreement effective February 9, 2011 (Samuel N. Hazen) (filed as Exhibit 10.29(j) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2010, and incorporated herein by reference).* 10.8(c) — Second Amendment to Employment Agreement effective January 29, 2015 (Samuel N. Hazen) (filed as Exhibit 10.23(i) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2014 (File No. 001-11239), and incorporated herein by reference).* 10.8(d) — Third Amendment to Employment Agreement effective January 27, 2016 (Samuel N. Hazen) (filed as Exhibit 10.23(j) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015, and incorporated herein by reference).* 10.8(e) — Fourth Amendment to Employment Agreement effective November 14, 2016 (Samuel N. Hazen) (filed as Exhibit 10.16(l) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016, and incorporated herein by reference).* 10.8(f) — Fifth Amendment to Employment Agreement effective January 1, 2019 (Samuel N. Hazen) (filed as Exhibit 10.14(i) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018, and incorporated herein by reference).* 10.9 — Amended and Restated Indemnification Priority and Information Sharing Agreement, dated as of February 6, 2026, by and between the Company, Hercules Holding II, and Frisco Holding II. 10.10 — Assignment and Assumption Agreement, dated November 22, 2010, by and among HCA Inc., HCA Holdings, Inc. and HCA Merger Sub LLC (filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed November 24, 2010, and incorporated herein by reference). 10.11 — Omnibus Amendment to Various Stock and Option Plans and the Management Stockholders’ Agreement, dated November 22, 2010 (filed as Exhibit 10.2 to the Company’s Current Report on Form 8-K filed November 24, 2010, and incorporated herein by reference).* 10.12 — Omnibus Amendment to Stock Option Agreements Issued Under the 2006 Stock Incentive Plan for Key Employees of HCA Holdings, Inc. and its Affiliates, as amended, effective February 16, 2011 (filed as Exhibit 10.38 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2010, and incorporated herein by reference).* 10.13 — Amended and Restated Stockholders’ Agreement, dated as of February 6, 2026, by and among the Company, Hercules Holding II, and Frisco Holding II. 84 10.14 — Form of Director Restricted Share Unit Agreement Under the 2006 Stock Incentive Plan for Key Employees of HCA Holdings, Inc. and its Affiliates, as Amended and Restated (filed as Exhibit 10.5 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2011, and incorporated herein by reference).* 10.15 — Executive Severance Policy (filed as Exhibit 10.46 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2013, and incorporated herein by reference).* 10.16 — Form of 2016 Stock Appreciation Right Award Agreement Under the 2006 Stock Incentive Plan for Key Employees of HCA Holdings, Inc. and its Affiliates, as Amended and Restated (filed as Exhibit 10.50 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015, and incorporated herein by reference).* 10.17 — Form of Director Restricted Share Unit Agreement (Annual Award) Under the 2006 Stock Incentive Plan for Key Employees of HCA Holdings, Inc. and its Affiliates, as Amended and Restated (filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2016, and incorporated herein by reference).* 10.18 — Form of 2017 Stock Appreciation Right Award Agreement Under the 2006 Stock Incentive Plan for Key Employees of HCA Holdings, Inc. and its Affiliates, as Amended and Restated (filed as Exhibit 10.42 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016, and incorporated herein by reference).* 10.19 — Form of 2018 Stock Appreciation Right Award Agreement Under the 2006 Stock Incentive Plan for Key Employees of HCA Holdings, Inc. and its Affiliates, as Amended and Restated (filed as Exhibit 10.40 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2017, and incorporated herein by reference).* 10.20 — Form of 2019 Stock Appreciation Right Award Agreement Under the 2006 Stock Incentive Plan for Key Employees of HCA Holdings, Inc. and its Affiliates, as Amended and Restated (filed as Exhibit 10.41 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018, and incorporated herein by reference).* 10.21 — Form of 2020 Stock Appreciation Right Award Agreement Under the 2006 Stock Incentive Plan for Key Employees of HCA Holdings, Inc. and its Affiliates, as Amended and Restated (filed as Exhibit 10.32 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019, and incorporated herein by reference).* 10.22(a) — 2020 Stock Incentive Plan for Key Employees of HCA Healthcare, Inc., and its Affiliates (filed as Exhibit 4.4 to the Company’s Registration Statement on Form S-8 (File No. 333-237967), and incorporated herein by reference).* 10.22(b) — First Amendment to 2020 Stock Incentive Plan for Key Employees of HCA Healthcare, Inc. and its Affiliates (filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on April 29, 2025, and incorporated herein by reference).* 10.23 — Form of Employee Restricted Share Unit Award Agreement Under the 2020 Stock Incentive Plan for Key Employees of HCA Healthcare, Inc. and its Affiliates (filed as Exhibit 4.6 to the Company’s Registration Statement on Form S-8 (File No. 333-237967), and incorporated herein by reference).* 10.24 — Form of Director Restricted Share Unit Agreement Under the 2020 Stock Incentive Plan for Key Employees of HCA Healthcare, Inc. and its Affiliates (filed as Exhibit 10.2 to the Company Quarterly Report on Form 10-Q for the quarter ended March 31, 2020, and incorporated herein by reference).* 10.25 — Form of 2021 Stock Appreciation Right Award Agreement Under the 2020 Stock Incentive Plan for Key Employees of HCA Healthcare, Inc. and its Affiliates (filed as Exhibit 10.37 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020, and incorporated herein by reference).* 10.26 — Form of 2021 Performance Share Unit Award Agreement Under the 2020 Stock Incentive Plan for Key Employees of HCA Healthcare, Inc. and its Affiliates (filed as Exhibit 10.38 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2020, and incorporated herein by reference).* 85 10.27 — Form of 2022 Stock Appreciation Right Award Agreement Under the 2020 Stock Incentive Plan for Key Employees of HCA Healthcare, Inc. and its Affiliates (filed as Exhibit 10.38 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, and incorporated herein by reference).* 10.28 — Form of 2022 Performance Share Unit Award Agreement Under the 2020 Stock Incentive Plan for Key Employees of HCA Healthcare, Inc. and its Affiliates (filed as Exhibit 10.39 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, and incorporated herein by reference).* 10.29 — Form of 2023 Stock Appreciation Right Award Agreement Under the 2020 Stock Incentive Plan for Key Employees of HCA Healthcare, Inc. and its Affiliates (filed as Exhibit 10.40 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022, and incorporated herein by reference).* 10.30 — Form of 2023 Performance Share Unit Award Agreement Under the 2020 Stock Incentive Plan for Key Employees of HCA Healthcare, Inc. and its Affiliates (filed as Exhibit 10.41 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2022, and incorporated herein by reference).* 10.31 — HCA Healthcare, Inc. 2023 Senior Officer Performance Excellence Program (filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on April 6, 2023, and incorporated herein by reference).* 10.32 — HCA Healthcare, Inc. 2023 Employee Stock Purchase Plan (filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on April 21, 2023, and incorporated herein by reference).* 10.33 — Form of 2024 Stock Appreciation Right Award Agreement under the 2020 Stock Incentive Plan for Key Employees of HCA Healthcare, Inc. and its Affiliates (filed as Exhibit 10.43 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, and incorporated herein by reference).* 10.34 — Form of 2024 Performance Share Unit Award Agreement Under the 2020 Stock Incentive Plan for Key Employees of HCA Healthcare, Inc. and its Affiliates (filed as Exhibit 10.44 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, and incorporated herein by reference).* 10.35 — HCA Healthcare, Inc. 2024 Executive Officer Performance Excellence Program (filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on February 26, 2024, and incorporated herein by reference).* 10.36 — HCA Healthcare, Inc. 2025 Executive Officer Performance Excellence Program (filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on February 24, 2025, and incorporated herein by reference).* 10.37 — Form of 2025 Stock Appreciation Right Award Agreement under the 2020 Stock Incentive Plan forKey Employees of HCA Healthcare, Inc. and its Affiliates (filed as Exhibit 10.43 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, and incorporated herein by reference).* 10.38 — Form of 2025 Performance Share Unit Award Agreement Under the 2020 Stock Incentive Plan for Key Employees of HCA Healthcare, Inc. and its Affiliates (filed as Exhibit 10.44 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2024, and incorporated herein by reference).* 10.39(a) — Credit Agreement dated as of February 20, 2025, by and among HCA Inc., as borrower, Bank of America, N.A., as administrative agent, and the lenders party thereto (filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on February 20, 2025, and incorporated herein by reference). 10.39(b) — Amendment No. 1 to Credit Agreement, dated as of October 23, 2025, by and among HCA Inc., as borrower, Bank of America, N.A., as administrative agent, and the lenders party thereto (filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2025, and incorporated herein by reference). 86 10.40 — Form of 2026 Stock Appreciation Right Award Agreement under the 2020 Stock Incentive Plan for Key Employees of HCA Healthcare, Inc. and its Affiliates.* 10.41 — Form of 2026 Performance Share Unit Award Agreement Under the 2020 Stock Incentive Plan for Key Employees of HCA Healthcare, Inc. and its Affiliates.* 19 — HCA Healthcare, Inc. Securities Trading Policy. 21 — List of Subsidiaries. 22 — List of Subsidiary Guarantors and Pledged Securities. 23 — Consent of Ernst & Young LLP. 31.1 — Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 31.2 — Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. 32 — Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. 97 — HCA Healthcare, Inc. Compensation Recoupment Policy (filed as Exhibit 97 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, and incorporated herein by reference). 99.1 — Exchange Agreement by and between the Company and Frisco, Inc., dated as of February 6, 2026. 101 — The following financial information from our annual report on Form 10-K for the year ended December 31, 2025, filed with the SEC on February 10, 2026, formatted in Extensible Business Reporting Language (XBRL): (i) the consolidated balance sheets at December 31, 2025 and 2024, (ii) the consolidated income statements for the years ended December 31, 2025, 2024 and 2023, (iii) the consolidated comprehensive income statements for the years ended December 31, 2025, 2024 and 2023, (iv) the consolidated statements of stockholders’ equity (deficit) for the years ended December 31, 2025, 2024 and 2023, (v) the consolidated statements of cash flows for the years ended December 31, 2025, 2024 and 2023, and (vi) the notes to consolidated financial statements. 104 — The cover page from the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, formatted in Inline XBRL (included in Exhibit 101). * Management compensatory plan or arrangement. 87 Item 16 . Form 10-K Summary None. 88 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. HCA HEALTHCARE, INC. By: /S/ S AMUEL N. H AZEN Samuel N. Hazen Chief Executive Officer Dated: February 10, 2026 Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated. Signature Title Date /S/ S AMUEL N. H AZEN Chief Executive Officer and Director (Principal Executive Officer) February 10, 2026 Samuel N. Hazen /S/ M ICHAEL A. M ARKS Executive Vice President and Chief Financial Officer (Principal Financial Officer) February 10, 2026 Michael A. Marks /S/ C HRISTOPHER F. W YATT Senior Vice President and Controller (Principal Accounting Officer) February 10, 2026 Christopher F. Wyatt /S/ T HOMAS F. F RIST III Chairman and Director February 10, 2026 Thomas F. Frist III /S/ J OHN W. C HIDSEY , III Director February 10, 2026 John W. Chidsey, III /S/ R OBERT J. D ENNIS Director February 10, 2026 Robert J. Dennis /S/ N ANCY -A NN D E P ARLE Director February 10, 2026 Nancy-Ann DeParle /S/ W ILLIAM R. F RIST Director February 10, 2026 William R. Frist /S/ H UGH F. J OHNSTON Director February 10, 2026 Hugh F. Johnston /S/ M ICHAEL W. M ICHELSON Director February 10, 2026 Michael W. Michelson /S/ W AYNE J. R ILEY Director February 10, 2026 Wayne J. Riley /S/ A NDREA B. S MITH Director February 10, 2026 Andrea B. Smith 89 HCA HEALTHCARE, INC. INDEX TO CONSOLIDATED FINANCIAL STATEMENTS Page Report of Independent Registered Public Accounting Firm F- 2 Consolidated Financial Statements: Consolidated Income Statements for the years ended December 31, 2025, 2024 and 2023 F- 5 Consolidated Comprehensive Income Statements for the years ended December 31, 2025, 2024 and 2023 F- 6 Consolidated Balance Sheets, December 31, 2025 and 2024 F- 7 Consolidated Statements of Stockholders’ Equity (Deficit) for the years ended December 31, 2025, 2024 and 2023 F- 8 Consolidated Statements of Cash Flows for the years ended December 31, 2025, 2024 and 2023 F- 9 Notes to Consolidated Financial Statements F- 10 F- 1 Report of Independent Registered Public Accounting Firm To the Stockholders and the Board of Directors of HCA Healthcare, Inc. Opinion on the Financial Statements We have audited the accompanying consolidated balance sheets of HCA Healthcare, Inc. (the Company) as of December 31, 2025 and 2024, the related consolidated statements of income, comprehensive income, stockholders’ equity (deficit) and cash flows for each of the three years in the period ended December 31, 2025, and the related notes (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2025 and 2024, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2025, in conformity with U.S. generally accepted accounting principles. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company ’ s internal control over financial reporting as of December 31, 2025, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February 10, 2026 expressed an unqualified opinion thereon. Basis for Opinion These financial statements are the responsibility of the Company ’ s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB. We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion. Critical Audit Matters The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit matters or on the accounts or disclosures to which they relate. F- 2 Revenue Recognition – Contractual Adjustments and Implicit Price Concessions Description of the Matter For the year ended December 31, 2025, the Company’s revenues were $75.600 billion. As discussed in Note 1 to the consolidated financial statements, revenues are based upon the estimated amounts the Company expects to be entitled to receive from patients and third-party payers. Estimates of contractual adjustments under managed care and commercial insurance plans and government payor programs are based upon the payment terms specified in the related contractual agreements or provided by government payor programs. Management continually reviews the contractual adjustments estimation process to consider and incorporate updates to laws and regulations and the frequent changes in managed care contractual terms resulting from contract renegotiations and renewals. Revenues related to uninsured patients and uninsured copayment and deductible amounts for patients who have healthcare coverage may have discounts applied (uninsured and other discounts). The Company also records estimated implicit price concessions (based primarily on historical collection experience) related to uninsured accounts to record these revenues and accounts receivable at the estimated amounts the Company expects to collect. The primary collection risks relate to uninsured patient accounts, including amounts owed from patients after insurance has paid the amounts covered by the applicable agreement or program. Implicit price concessions relate primarily to amounts due directly from patients and are based upon management’s assessment of historical write-offs and expected net collections, business and economic conditions, trends in federal, state and private employer health care coverage and other collection indicators. Auditing management’s estimates of contractual adjustments and implicit price concessions was complex and judgmental due to the significant data inputs and subjective assumptions utilized in determining related amounts as discussed above. How We Addressed the Matter in Our Audit We tested internal controls that address the risks of material misstatement related to the measurement and valuation of revenues, including estimation of contractual adjustments and implicit price concessions. For example, we tested management’s internal controls over the key data inputs to the contractual adjustments and implicit price concession models, the significant assumptions underlying management’s models, and the retrospective reviews of historical reserve accuracy. To test the estimated contractual adjustments and implicit price concessions, we performed audit procedures that included, among others, assessing the methodologies and evaluating the significant assumptions discussed above and testing the completeness and accuracy of the underlying data used by the Company in its estimates. We compared the significant assumptions used by management to historical assumptions and to current industry and economic trends and considered changes, if any, to the Company’s business and other relevant factors. We also assessed the historical accuracy of management’s estimates as a source of potential corroborative or contrary evidence. Professional Liability and Related Provisions Description of the Matter At December 31, 2025, the Company’s reserves for professional liability risks were $2.044 billion and the Company’s related provision for losses for the year ended December 31, 2025 was $651 million. As discussed in Note 1 to the consolidated financial statements, reserves for professional liability risks represent the estimated ultimate cost of all reported and unreported losses incurred and unpaid through the consolidated balance sheet date. Management estimates professional liability reserves and provisions for losses using individual case-basis valuations and actuarial analyses. Trends in the average frequency (number of claims) and ultimate average severity (cost per claim) of claims are significant assumptions in estimating the reserves. Auditing management’s reserves for professional liability risks was complex and judgmental due to the significant estimations required in determining the reserves, particularly the actuarial analyses and assumptions related to the effects of trends in average severity and average frequency of claims. F- 3 How We Addressed the Matter in Our Audit We tested management’s internal controls that address the risks of material misstatement over the Company’s reserves for professional liability risks estimation process. For example, we tested internal controls over management’s review of the actuarial analyses, the significant assumptions, and the completeness and accuracy of claims data used in the reserve estimation process. To test the Company’s determination of the estimated professional liability expense and reserves, we performed audit procedures that included, among others, testing the completeness and accuracy of underlying claims data used by the Company and its actuaries in its determination of reserves and reviewing the Company’s insurance contracts to validate self-insured limits, deductibles and coverage limits. Additionally, with the involvement of our actuarial specialists, we performed audit procedures that included, among others, assessing the actuarial analyses performed by management and its actuaries, testing the significant assumptions including consideration of Company-specific claim reporting and payment data, assessing the accuracy of management’s historical reserve estimates, and developing an independent range of reserves for comparison to the Company’s recorded amounts. /s/ Ernst & Young LLP We have served as the Company’s auditor since 1994. Nashville, Tennessee February 10, 2026 F- 4 HCA HE ALTHCARE, INC. CONSOLIDATED IN COME STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2025, 2024 AND 2023 (Dollars in millions, except per share amounts) 2025 2024 2023 Revenues $ 75,600 $ 70,603 $ 64,968 Salaries and benefits 32,859 31,170 29,487 Supplies 11,367 10,755 9,902 Other operating expenses 15,886 14,819 12,875 Equity in earnings of affiliates ( 78 ) ( 23 ) ( 22 ) Depreciation and amortization 3,523 3,312 3,077 Interest expense 2,248 2,061 1,938 Losses (gains) on sales of facilities ( 37 ) ( 14 ) 5 65,768 62,080 57,262 Income before income taxes 9,832 8,523 7,706 Provision for income taxes 2,050 1,866 1,615 Net income 7,782 6,657 6,091 Net income attributable to noncontrolling interests 998 897 849 Net income attributable to HCA Healthcare, Inc. $ 6,784 $ 5,760 $ 5,242 Per share data: Basic earnings per share $ 28.70 $ 22.27 $ 19.25 Diluted earnings per share $ 28.33 $ 22.00 $ 18.97 Shares used in earnings per share calculations (in millions): Basic 236.413 258.603 272.404 Diluted 239.495 261.806 276.412 The accompanying notes are an integral part of the consolidated financial statements. F- 5 HCA HEA LTHCARE, INC. CONSOLIDATED COMPREHE NSIVE INCOME STATEMENTS FOR THE YEARS ENDED DECEMBER 31, 2025, 2024 AND 2023 (Dollars in millions) 2025 2024 2023 Net income $ 7,782 $ 6,657 $ 6,091 Other comprehensive income (loss) before taxes: Foreign currency translation 64 ( 16 ) 41 Unrealized gains on available-for-sale securities 13 1 11 Gains included in other operating expenses — — ( 1 ) 13 1 10 Defined benefit plans 31 65 27 Pension (benefits) costs included in salaries and benefits ( 8 ) 1 3 23 66 30 Other comprehensive income before taxes 100 51 81 Income taxes related to other comprehensive income items 18 13 16 Other comprehensive income 82 38 65 Comprehensive income 7,864 6,695 6,156 Comprehensive income attributable to noncontrolling interests 998 897 849 Comprehensive income attributable to HCA Healthcare, Inc. $ 6,866 $ 5,798 $ 5,307 The accompanying notes are an integral part of the consolidated financial statements. F- 6 HCA HEALTHCARE, INC. CONSOLIDATED BALANCE SHEETS DECEMBER 31, 2025 AND 2024 (Dollars in millions) 2025 2024 ASSETS Current assets: Cash and cash equivalents $ 1,040 $ 1,933 Accounts receivable 10,867 10,751 Inventories 1,652 1,738 Other 2,224 1,992 15,783 16,414 Property and equipment, at cost: Land 3,415 3,295 Buildings 23,726 22,691 Equipment 36,989 34,670 Construction in progress 2,145 1,858 66,275 62,514 Accumulated depreciation ( 35,134 ) ( 33,100 ) 31,141 29,414 Investments of insurance subsidiaries 485 569 Investments in and advances to affiliates 633 662 Goodwill and other intangible assets 10,293 10,093 Right-of-use operating lease assets 2,130 2,131 Other 255 230 $ 60,720 $ 59,513 LIABILITIES AND STOCKHOLDERS’ (DEFICIT) EQUITY Current liabilities: Accounts payable $ 4,659 $ 4,276 Accrued salaries 2,525 2,304 Other accrued expenses 4,277 3,899 Short-term borrowings and long-term debt due within one year 4,889 4,698 16,350 15,177 Long-term debt, less debt issuance costs and discounts of $ 436 and $ 369 41,603 38,333 Professional liability risks 1,466 1,544 Right-of-use operating lease obligations 1,853 1,863 Income taxes and other liabilities 2,219 2,041 Stockholders’ (deficit) equity: Common stock $ 0.01 par; authorized 1,800,000,000 shares; outstanding 224,605,100 shares — 2025 and 249,981,400 shares — 2024 2 3 Accumulated other comprehensive loss ( 305 ) ( 387 ) Retained deficit ( 5,724 ) ( 2,115 ) Stockholders’ deficit attributable to HCA Healthcare, Inc. ( 6,027 ) ( 2,499 ) Noncontrolling interests 3,256 3,054 ( 2,771 ) 555 $ 60,720 $ 59,513 The accompanying notes are an integral part of the consolidated financial statements. F- 7 HCA HEALTHCARE, INC. CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (DEFICIT) FOR THE YEARS ENDED DECEMBER 31, 2025, 2024 AND 2023 (Dollars in millions, except per share amounts) Equity (Deficit) Attributable to HCA Healthcare, Inc. Capital Accumulated Equity Common Stock in Excess Other Attributable to Shares Par of Par Comprehensive Retained Noncontrolling (in millions) Value Value Loss Deficit Interests Total Balances, December 31, 2022 277.378 $ 3 $ — $ ( 490 ) $ ( 2,280 ) $ 2,694 $ ( 73 ) Comprehensive income 65 5,242 849 6,156 Repurchase of common stock ( 14.465 ) ( 172 ) ( 3,670 ) ( 3,842 ) Share-based benefit plans 2.624 172 172 Cash dividends declared ($ 2.40 per share) ( 658 ) ( 658 ) Distributions ( 640 ) ( 640 ) Other 14 ( 69 ) ( 55 ) Balances, December 31, 2023 265.537 3 — ( 425 ) ( 1,352 ) 2,834 1,060 Comprehensive income 38 5,760 897 6,695 Repurchase of common stock ( 17.798 ) ( 261 ) ( 5,803 ) ( 6,064 ) Share-based benefit plans 2.242 261 261 Cash dividends declared ($ 2.64 per share) ( 688 ) ( 688 ) Distributions ( 711 ) ( 711 ) Other ( 32 ) 34 2 Balances, December 31, 2024 249.981 3 - ( 387 ) ( 2,115 ) 3,054 555 Comprehensive income 82 6,784 998 7,864 Repurchase of common stock ( 26.739 ) ( 1 ) ( 417 ) ( 9,692 ) ( 10,110 ) Share-based benefit plans 1.363 417 417 Cash dividends declared ($ 2.88 per share) ( 684 ) ( 684 ) Distributions ( 827 ) ( 827 ) Other ( 17 ) 31 14 Balances, December 31, 2025 224.605 $ 2 $ — $ ( 305 ) $ ( 5,724 ) $ 3,256 $ ( 2,771 ) The accompanying notes are an integral part of the consolidated financial statements. F- 8 HCA HEALTHCARE, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2025, 2024 AND 2023 (Dollars in millions) 2025 2024 2023 Cash flows from operating activities: Net income $ 7,782 $ 6,657 $ 6,091 Adjustments to reconcile net income to net cash provided by operating activities: Increase (decrease) in cash from operating assets and liabilities: Accounts receivable ( 94 ) ( 799 ) ( 935 ) Inventories and other assets ( 154 ) 334 ( 126 ) Accounts payable and accrued expenses 666 359 604 Depreciation and amortization 3,523 3,312 3,077 Income taxes 310 22 229 Losses (gains) on sales of facilities ( 37 ) ( 14 ) 5 Amortization of debt issuance costs and discounts 44 35 35 Share-based compensation 401 360 262 Other 195 248 189 Net cash provided by operating activities 12,636 10,514 9,431 Cash flows from investing activities: Purchase of property and equipment ( 4,944 ) ( 4,875 ) ( 4,744 ) Acquisition of hospitals and health care entities ( 397 ) ( 266 ) ( 635 ) Sales of hospitals and health care entities 269 328 193 Change in investments 72 ( 115 ) ( 112 ) Other 12 ( 5 ) ( 19 ) Net cash used in investing activities ( 4,988 ) ( 4,933 ) ( 5,317 ) Cash flows from financing activities: Issuances of long-term debt 8,474 7,495 3,224 Net change in short-term borrowings and revolving credit facilities 2,202 ( 1,880 ) ( 1,020 ) Repayment of long-term debt ( 7,389 ) ( 2,410 ) ( 909 ) Distributions to noncontrolling interests ( 827 ) ( 711 ) ( 640 ) Payment of debt issuance costs ( 79 ) ( 67 ) ( 31 ) Payment of dividends ( 679 ) ( 690 ) ( 661 ) Repurchase of common stock ( 10,067 ) ( 6,042 ) ( 3,811 ) Other ( 185 ) ( 277 ) ( 246 ) Net cash used in financing activities ( 8,550 ) ( 4,582 ) ( 4,094 ) Effect of exchange rate changes on cash and cash equivalents 9 ( 1 ) 7 Change in cash and cash equivalents ( 893 ) 998 27 Cash and cash equivalents at beginning of period 1,933 935 908 Cash and cash equivalents at end of period $ 1,040 $ 1,933 $ 935 Interest payments $ 2,207 $ 1,938 $ 1,892 Income tax payments, net $ 1,740 $ 1,844 $ 1,386 The accompanying notes are an integral part of the consolidated financial statements. F- 9 HCA HEALTHCARE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTE 1 — ACC OUNTING POLICIES Reporting Entity HCA Healthcare, Inc. is a holding company whose affiliates own and operate hospitals and related health care entities. The term “affiliates” includes direct and indirect subsidiaries of HCA Healthcare, Inc. and partnerships and joint ventures in which such subsidiaries are partners. At December 31, 2025 these affiliates owned and operated 190 hospitals, 121 freestanding surgery centers, 31 freestanding endoscopy centers and provided extensive outpatient and ancillary services. HCA Healthcare, Inc.’s facilities are located in 19 states and England. The terms “Company,” “HCA,” “we,” “our” or “us,” as used herein and unless otherwise stated or indicated by context, refer to HCA Healthcare, Inc. and its affiliates. The terms “facilities” or “hospitals” refer to entities owned and operated by affiliates of HCA and the term “employees” refers to employees of affiliates of HCA. Basis of Presentation The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. The consolidated financial statements include all subsidiaries and entities controlled by HCA. We generally define “control” as ownership of a majority of the voting interest of an entity. The consolidated financial statements include entities in which we absorb a majority of the entity’s expected losses, receive a majority of the entity’s expected residual returns, or both, as a result of ownership, contractual or other financial interests in the entity. The accounts of acquired entities are included in our consolidated financial statements for periods subsequent to our acquisition of controlling interests. Significant intercompany transactions have been eliminated. Investments in entities we do not control, but in which we have a substantial ownership interest and can exercise significant influence, are accounted for using the equity method. The majority of our expenses are “costs of revenues” items. Costs that could be classified as general and administrative include our corporate office costs, which were $ 548 million, $ 421 million and $ 353 million for the years ended December 31, 2025, 2024 and 2023 , respectively. Revenues Our revenues generally relate to contracts with patients in which our performance obligations are to provide health care services to the patients. Revenues are recorded during the period our obligations to provide health care services are satisfied. Our performance obligations for inpatient services are generally satisfied over periods that average approximately five days, and revenues are recognized based on charges incurred in relation to total expected charges . Our performance obligations for outpatient services are generally satisfied over a period of less than one day . The contractual relationships with patients, in most cases, also involve a third-party payer (Medicare, Medicaid, managed care health plans and commercial insurance companies, including plans offered through the health insurance exchanges), and the transaction prices for the services provided are dependent upon the terms provided by (Medicare and Medicaid) or negotiated with (managed care health plans and commercial insurance companies) the third-party payers. The payment arrangements with third-party payers for the services we provide to the related patients typically specify payments at amounts less than our standard charges. Medicare generally pays for inpatient and outpatient services at prospectively determined rates based on clinical, diagnostic and other factors. Services provided to patients having Medicaid coverage are generally paid at prospectively determined rates per discharge, per identified service or per covered member. Agreements with commercial insurance carriers, managed care and preferred provider organizations generally provide for payments based upon predetermined rates per diagnosis, per diem rates or discounted fee-for-service rates. Management continually reviews the contractual estimation process to consider and incorporate updates to laws and regulations and the frequent changes in managed care contractual terms resulting from contract renegotiations and renewals. F- 10 HCA HEALTHCARE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) NOTE 1 — ACCOUNTING POLICIES (continued) Revenues (continued) Our revenues are based upon the estimated amounts we expect to be entitled to receive from patients and third-party payers. Estimates of contractual adjustments under managed care and commercial insurance plans are based upon the payment terms specified in the related contractual agreements. Revenues related to uninsured patients and uninsured copayment and deductible amounts for patients who have health care coverage may have discounts applied (uninsured and other discounts). We also record estimated implicit price concessions (based primarily on historical collection experience) related to uninsured accounts to record these revenues at the estimated amounts we expect to collect. Our revenues by primary third-party payer classification and other (including uninsured patients) for the years ended December 31, are summarized in the following table (dollars in millions): Years Ended December 31, 2025 Ratio 2024 Ratio 2023 Ratio Medicare $ 11,273 14.9 % $ 10,780 15.3 % $ 10,585 16.3 % Managed Medicare 13,435 17.8 11,987 17.0 10,496 16.2 Medicaid 5,909 7.8 4,678 6.6 3,606 5.6 Managed Medicaid 3,693 4.9 3,980 5.6 3,879 6.0 Managed care and other insurers 36,968 48.9 34,954 49.5 31,819 49.0 International ( managed care and other insurers ) 1,864 2.5 1,682 2.4 1,509 2.3 Other 2,458 3.2 2,542 3.6 3,074 4.6 Revenues $ 75,600 100.0 % $ 70,603 100.0 % $ 64,968 100.0 % Laws and regulations governing the Medicare and Medicaid programs are complex and subject to interpretation. Estimated reimbursement amounts are adjusted in subsequent periods as cost reports are prepared and filed and as final settlements are determined (in relation to certain government programs, primarily Medicare, this is generally referred to as the “cost report” filing and settlement process). The adjustments to estimated Medicare and Medicaid reimbursement and disproportionate-share amounts, related primarily to cost reports filed during the respective year, resulted in net increases to revenues of $ 31 million, $ 42 million and $ 84 million in 2025, 2024 and 2023 , respectively. The adjustments to estimated reimbursement amounts related primarily to cost reports filed during previous years resulted in net increases to revenues of $ 32 million in 2025 , $ 78 million in 2024 and $ 58 million in 2023. The Emergency Medical Treatment and Labor Act (“EMTALA”) requires any hospital participating in the Medicare program to conduct an appropriate medical screening examination of every person who presents to the hospital’s emergency room for treatment and, if the individual is suffering from an emergency medical condition, to either stabilize the condition or make an appropriate transfer of the individual to a facility able to handle the condition. The obligation to screen and stabilize emergency medical conditions exists regardless of an individual’s ability to pay for treatment. Federal and state laws and regulations require, and our commitment to providing quality patient care encourages, us to provide services to patients who are financially unable to pay for the health care services they receive. Patients treated at hospitals for non-elective care, who have income at or below 400 % of the federal poverty level, are eligible for charity care, and we limit the patient responsibility amounts for these patients to a percentage of their annual household income, computed on a sliding scale based upon their annual income and the applicable percentage of the federal poverty level. Patients treated at hospitals for non-elective care, who have income above 400 % of the federal poverty level, are eligible for certain other discounts which limit the patient responsibility amounts for these patients to a percentage of their annual household income, computed on a sliding scale based upon their annual income and the applicable percentage of the federal poverty level. We apply additional discounts to limit patient responsibility for certain emergency services. The federal poverty level is established by the federal government and is based on income and family size. Because we do not pursue collection of amounts determined to qualify as charity care, they are not reported in revenues. We provide discounts to uninsured patients who do not qualify for Medicaid or charity care. We may provide assistance to uninsured patients to help determine whether they may qualify for Medicaid, other federal or state assistance, or charity care. If an uninsured patient does not qualify for these programs, the uninsured discount is applied. F- 11 HCA HEALTHCARE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) NOTE 1 — ACCOUNTING POLICIES (continued) Revenues (continued) The collection of outstanding receivables from Medicare, Medicaid, managed care payers, other third-party payers and patients is our primary source of cash and is critical to our operating performance. The primary collection risks relate to uninsured patient accounts, including patient accounts for which the primary insurance carrier has paid the amounts covered by the applicable agreement, but patient responsibility amounts (deductibles and copayments) remain outstanding. Implicit price concessions relate primarily to amounts due directly from patients. Estimated implicit price concessions are recorded for all uninsured accounts, regardless of the age of those accounts. Accounts are written off when all reasonable collection efforts have been performed. The estimates for implicit price concessions are based upon management’s assessment of historical writeoffs and expected net collections, business and economic conditions, trends in federal, state and private employer health care coverage and other collection indicators. Management relies on the results of detailed reviews of historical writeoffs and collections at facilities that represent a majority of our revenues and accounts receivable (the “hindsight analysis”) as a primary source of information in estimating the collectability of our accounts receivable. We perform the hindsight analysis quarterly, utilizing rolling twelve-months accounts receivable collection and writeoff data. We believe our quarterly updates to the estimated implicit price concession amounts at each of our hospital facilities provide reasonable estimates of our revenues and valuations of our accounts receivable. These routine, quarterly changes in estimates have not resulted in material adjustments to the valuations of our accounts receivable or period-to-period comparisons of our revenues. At December 31, 2025 and 2024 , estimated implicit price concessions of $ 7.674 billion and $ 7.773 billion, respectively, had been recorded to adjust our revenues and accounts receivable to the estimated amounts we expect to collect. To quantify the total impact of the trends related to uninsured patient accounts, we believe it is beneficial to view total uncompensated care, which is comprised of charity care, uninsured discounts and implicit price concessions. A summary of the estimated cost of total uncompensated care for the years ended December 31, follows (dollars in millions): 2025 2024 2023 Patient care costs (salaries and benefits, supplies, other operating expenses and depreciation and amortization) $ 63,635 $ 60,056 $ 55,341 Cost-to-charges ratio (patient care costs as percentage of gross patient charges) 9.6 % 10.1 % 10.5 % Total uncompensated care $ 47,966 $ 43,231 $ 35,426 Multiply by the cost-to-charges ratio 9.6 % 10.1 % 10.5 % Estimated cost of total uncompensated care $ 4,605 $ 4,366 $ 3,720 The total uncompensated care amounts include charity care of $ 16.499 billion, $ 15.942 billion and $ 14.425 billion for the years ended December 31, 2025, 2024 and 2023 , respectively. The estimated cost of charity care was $ 1.584 billion, $ 1.610 billion and $ 1.515 billion for the years ended December 31, 2025, 2024 and 2023 , respectively. Cash and Cash Equivalents Cash and cash equivalents include highly liquid investments with a maturity of three months or less when purchased. Our insurance subsidiaries’ cash equivalent investments in excess of the amounts required to pay estimated professional liability claims during the next twelve months are not included in cash and cash equivalents as these funds are not available for general corporate purposes. Carrying values of cash and cash equivalents approximate fair value due to the short-term nature of these instruments. F- 12 HCA HEALTHCARE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) NOTE 1 — ACCOUNTING POLICIES (continued) Accounts Receivable We receive payments for services rendered from federal and state agencies (under the Medicare and Medicaid programs), managed care health plans, commercial insurance companies, employers and patients. We recognize that revenues and receivables from government agencies are significant to our operations, but do not believe there are significant credit risks associated with these government agencies. We do not believe there are any other significant concentrations of revenues from any particular payer that would subject us to any significant credit risks in the collection of our accounts receivable. Days revenues in accounts receivable were 51 days, 54 days and 53 days at December 31, 2025, 2024 and 2023 , respectively. Changes in general economic conditions, revenue cycle service center operations, payer mix, payer claim processing, or federal, state and private employer health care coverage could affect our collection of accounts receivable, cash flows and results of operations. Inventories Inventories are stated at the lower of cost (first-in, first-out) or market. Property and Equipment Depreciation expense, computed using the straight-line method, was $ 3.508 billion in 2025 , $ 3.294 billion in 2024 and $ 3.052 billion in 2023 . Buildings and improvements are depreciated over estimated useful lives ranging generally from 10 to 40 years. Estimated useful lives of equipment vary generally from four to 10 years. When events, circumstances or operating results indicate the carrying values of certain property and equipment expected to be held and used might be impaired, we prepare projections of the undiscounted future cash flows expected to result from the use of the assets and their eventual disposition. If the projections indicate the recorded amounts are not expected to be recoverable, such amounts are reduced to estimated fair value. Fair value may be estimated based upon internal evaluations that include quantitative analyses of revenues and cash flows, reviews of recent sales of similar assets and independent appraisals. Property and equipment to be disposed of are reported at the lower of their carrying amounts or fair value less costs to sell or close. The estimates of fair value are usually based upon recent sales of similar assets and market responses based upon discussions with and offers received from potential buyers. Investments of Insurance Subsidiaries At December 31, 2025 and 2024, the investment securities held by our insurance subsidiaries were classified as “available-for-sale” as defined in Accounting Standards Codification (“ASC”) No. 320, Investments — Debt Securities and are recorded at fair value. The investment securities are held for the purpose of providing a funding source to pay liability claims covered by the insurance subsidiaries. We perform quarterly assessments of individual investment securities to determine whether declines in fair value are due to credit-related or noncredit-related factors. Our investment securities evaluation process involves subjective judgments, often involves estimating the outcome of future events, and requires a significant level of professional judgment in determining whether a credit-related impairment has occurred. We evaluate, among other things, the financial position and near-term prospects of the issuer, conditions in the issuer’s industry, liquidity of the investment, changes in the amount or timing of expected future cash flows from the investment, and recent downgrades of the issuer by a rating agency, to determine if, and when, a decline in the fair value of an investment below amortized cost is considered to be a credit-related impairment. The extent to which the fair value of the investment is less than amortized cost and our ability and intent to retain the investment, to allow for any anticipated recovery of the investment’s fair value, are important components of our investment securities evaluation process. F- 13 HCA HEALTHCARE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) NOTE 1 — ACCOUNTING POLICIES (continued) Goodwill and Intangible Assets Goodwill is not amortized but is subject to annual impairment tests. In addition to the annual impairment review, impairment reviews are performed whenever circumstances indicate a possible impairment may exist. Impairment testing for goodwill is done at the reporting unit level. Reporting units are one level below the business segment level, and our impairment testing is performed at the operating division level. We compare the fair value of the reporting unit assets to the carrying amount, on at least an annual basis, to determine if there is potential impairment. If the fair value of the reporting unit assets is less than their carrying value, an impairment loss is recognized. Fair value is estimated based upon internal evaluations of each reporting unit that include quantitative analyses of market multiples, revenues and cash flows and reviews of recent sales of similar facilities. No goodwill impairments were recognized during 2025, 2024 or 2023. During 2025 , goodwill increased by $ 218 million related to acquisitions and declined by $ 6 million related to foreign currency translation and other adjustments. During 2024 , goodwill increased by $ 170 million related to acquisitions and declined by $ 6 million related to foreign currency translation and other adjustments. During 2025 and 2024 , identifiable intangible assets declined by $ 12 million and $ 16 million, respectively, due to amortization and other adjustments. Identifiable intangible assets with finite lives are amortized over estimated lives ranging generally from three to 10 years. The gross carrying amount of amortizable identifiable intangible assets at both December 31, 2025 and 2024 was $ 274 million and accumulated amortization was $ 256 million and $ 244 million, respectively. The gross carrying amount of indefinite-lived identifiable intangible assets at both December 31, 2025 and 2024 was $ 293 million. Indefinite-lived identifiable intangible assets are not amortized but are subject to annual impairment tests, and impairment reviews are performed whenever circumstances indicate a possible impairment may exist. Debt Issuance Costs and Discounts Debt issuance costs and discounts are amortized based upon the terms of the respective debt obligations. The gross carrying amounts of debt issuance costs and discounts at December 31, 2025 and 2024 were $ 639 million and $ 608 million, respectively, and accumulated amortization was $ 203 million and $ 239 million, respectively. Amortization of debt issuance costs and discounts is included in interest expense and was $ 44 million, $ 35 million and $ 35 million for 2025, 2024 and 2023 , respectively. Professional Liability Reserves Reserves for professional liability risks were $ 2.044 billion and $ 2.131 billion at December 31, 2025 and 2024 , respectively. The current portion of the reserves, $ 578 million and $ 587 million at December 31, 2025 and 2024 , respectively, is included in “other accrued expenses” in the consolidated balance sheets. Provisions for losses related to professional liability risks were $ 651 million, $ 627 million and $ 619 million for 2025, 2024 and 2023 , respectively, and are included in “other operating expenses” in our consolidated income statements. Provisions for losses related to professional liability risks are based upon actuarially determined estimates. Loss and loss expense reserves represent the estimated ultimate cost of all reported and unreported losses incurred and unpaid through the respective consolidated balance sheet dates. The reserves for unpaid losses and loss expenses are estimated using individual case-basis valuations and actuarial analyses. Those estimates are subject to the effects of trends in loss severity and frequency. The estimates are continually reviewed and adjustments are recorded as experience develops or new information becomes known. Adjustments to the estimated reserve amounts are included in current operating results. The reserves for professional liability risks cover approximately 2,360 and 2,120 individual claims at December 31, 2025 and 2024, respectively, and estimates for unreported potential claims. The time period required to resolve these claims can vary depending upon the jurisdiction and whether the claim is settled or litigated. During 2025 and 2024 , $ 702 million and $ 600 million, respectively, of net payments were made for professional and general liability claims. The estimation of the timing of payments beyond a year can vary significantly. Although considerable variability is inherent in professional liability reserve estimates, we believe the reserves for losses and loss expenses are adequate; however, there can be no assurance the ultimate liability will not exceed our estimates. F- 14 HCA HEALTHCARE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) NOTE 1 — ACCOUNTING POLICIES (continued) Professional Liability Reserves (continued) A portion of our professional liability risks is insured through one of our insurance subsidiaries. Subject, in most cases, to a $ 15 million per occurrence self-insured retention, our facilities are insured by our insurance subsidiary for losses up to $ 110 million per occurrence ($ 120 million effective January 1, 2026). The insurance subsidiary has obtained reinsurance for professional liability risks generally above a retention level of either $ 25 million or $ 35 million per occurrence, depending on the jurisdiction for the related claim. We also maintain professional liability insurance with unrelated commercial carriers for losses in excess of amounts insured by our insurance subsidiary. The obligations covered by reinsurance and excess insurance contracts are included in the reserves for professional liability risks, as we remain liable to the extent the reinsurers and excess insurance carriers do not meet their obligations under the reinsurance and excess insurance contracts. The amounts receivable under the reinsurance contracts were $ 38 million and $ 35 million at December 31, 2025 and 2024 , respectively, recorded in “other assets,” and $ 9 million and $ 45 million at December 31, 2025 and 2024 , respectively, recorded in “other current assets.” Noncontrolling Interests in Consolidated Entities The consolidated financial statements include all assets, liabilities, revenues and expenses of less than 100% owned entities that we control. Accordingly, we have recorded noncontrolling interests in the earnings and equity of such entities . Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation. NOTE 2 — SHARE-BASED COMPENSATION Stock Incentive Plans Our stock incentive plans are designed to promote the long-term financial interests and growth of the Company by attracting and retaining management and other personnel, motivating them to achieve long range goals and aligning their interests with those of our stockholders. Stock appreciation right (“SAR”) and restricted share unit (“RSU”) grants vest solely based upon continued employment over a specific period of time, and performance share unit (“PSU”) grants vest based upon both continued employment over a specific period of time and the achievement of predetermined financial targets over a specific period of time. During 2025, the Company’s stockholders approved certain amendments to the 2020 Stock Incentive Plan for Key Employees of HCA Healthcare, Inc. and its Affiliates, including an increase in the number of shares available for issuance under the plan by 13.150 million shares. At December 31, 2025 there were 18.794 million shares available for future grants under the plan. Employee Stock Purchase Plan Our employee stock purchase plan (“ESPP”) provides our participating employees an opportunity to obtain shares of our common stock at a discount (through payroll deductions over three-month periods). At December 31, 2025 , 9.119 million shares of common stock were reserved for ESPP issuances. During 2025, 2024 and 2023 , the Company recognized $ 19 million, $ 18 million and $ 17 million, respectively, of compensation expense related to the ESPP. SAR, RSU and PSU Activity The fair value of each SAR award is estimated on the grant date, using valuation models and the weighted average assumptions indicated in the following table. Awards under our stock incentive plans generally vest based on continued employment (“Time SARs” and “RSUs”) or based upon continued employment and the achievement of certain financial targets (“PSUs”). PSUs have a three-year cumulative earnings per share target, and the number of PSUs earned can vary from zero (for actual performance less than 85% of target for 2025 grants and 90% of target for 2024 and prior grants) to two times the original PSU grant (for actual performance of 110% or more of target). Each grant is valued as a single award with an expected term equal to the average expected term of the component vesting tranches. The expected term of the share-based award is limited by the contractual term. We use historical exercise behavior data and other factors to estimate the expected term of the SARs. F- 15 HCA HEALTHCARE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) NOTE 2 — SHARE-BASED COMPENSATION (continued) SAR, RSU and PSU Activity (continued) Compensation cost is recognized on the straight-line attribution method. The straight-line attribution method requires that total compensation expense recognized must at least equal the vested portion of the grant-date fair value. The expected volatility is derived using historical stock price information for our common stock and the volatility implied by the trading of options to purchase our stock on open-market exchanges. The risk-free interest rate is the approximate yield on United States Treasury Strips having a life equal to the expected share-based award life on the date of grant. The expected life is an estimate of the number of years a share-based award will be held before it is exercised. The expected dividend yield is estimated based on the assumption that the dividend yield at date of grant will be maintained over the expected life of the grant. 2025 2024 2023 Risk-free interest rate 4.33 % 3.94 % 3.69 % Expected volatility 33 % 33 % 36 % Expected life, in years 5.28 5.23 5.14 Expected dividend yield 0.88 % 0.87 % 0.95 % Information regarding Time SAR and Performance SAR activity during 2025, 2024 and 2023 is summarized below (share amounts in thousands): Time SARs Performance SARs Total SARs Weighted Average Exercise Price Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (dollars in millions) SARs outstanding, December 31, 2022 5,960 127 6,087 $ 126.38 Granted 580 — 580 253.49 Exercised ( 1,156 ) ( 83 ) ( 1,239 ) 95.29 Cancelled ( 59 ) — ( 59 ) 202.05 SARs outstanding, December 31, 2023 5,325 44 5,369 146.46 Granted 491 — 491 305.44 Exercised ( 1,128 ) ( 44 ) ( 1,172 ) 111.02 Cancelled ( 101 ) — ( 101 ) 246.78 SARs outstanding, December 31, 2024 4,587 — 4,587 170.31 Granted 418 — 418 329.80 Exercised ( 859 ) — ( 859 ) 125.10 Cancelled ( 40 ) — ( 40 ) 308.57 SARs outstanding, December 31, 2025 4,106 — 4,106 $ 194.62 5.1 years $ 1,118 SARs exercisable, December 31, 2025 3,012 — 3,012 $ 158.20 4.0 years $ 930 The weighted average fair values of SARs granted during 2025, 2024 and 2023 were $ 114.39 , $ 102.65 and $ 87.47 per share, respectively. The intrinsic values of SARs exercised during 2025, 2024 and 2023 were $ 226 million, $ 257 million and $ 207 million, respectively. As of December 31, 2025 , the unrecognized compensation cost related to nonvested SARs was $ 47 million. F- 16 HCA HEALTHCARE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) NOTE 2 — SHARE-BASED COMPENSATION (continued) SAR, RSU and PSU Activity (continued) Information regarding RSU and PSU activity during 2025, 2024 and 2023 is summarized below (share amounts in thousands): RSUs PSUs Total RSUs and PSUs Weighted Average Grant Date Fair Value RSUs and PSUs outstanding, December 31, 2022 1,784 1,715 3,499 $ 179.18 Granted 609 479 1,088 253.85 Performance adjustment — 697 697 144.42 Vested ( 717 ) ( 1,393 ) ( 2,110 ) 152.50 Cancelled ( 125 ) ( 88 ) ( 213 ) 217.78 RSUs and PSUs outstanding, December 31, 2023 1,551 1,410 2,961 214.71 Granted 582 434 1,016 305.97 Performance adjustment — 566 566 174.55 Vested ( 639 ) ( 1,132 ) ( 1,771 ) 181.81 Cancelled ( 138 ) ( 103 ) ( 241 ) 260.96 RSUs and PSUs outstanding, December 31, 2024 1,356 1,175 2,531 260.95 Granted 492 367 859 330.72 Performance adjustment — ( 175 ) ( 175 ) 235.81 Vested ( 526 ) ( 191 ) ( 717 ) 237.46 Cancelled ( 94 ) ( 71 ) ( 165 ) 298.81 RSUs and PSUs outstanding, December 31, 2025 1,228 1,105 2,333 $ 293.03 The fair values of RSUs and PSUs that vested during 2025, 2024 and 2023 were $ 238 million, $ 539 million and $ 550 million, respectively. As of December 31, 2025 , the unrecognized compensation cost related to RSUs and PSUs was $ 387 million. NOTE 3 — ACQUISITIONS AND DISPOSITIONS During 2025 , we paid $ 189 million to acquire two hospital facilities in New Hampshire and Florida and $ 208 million to acquire nonhospital health care entities. During 2024 , we paid $ 112 million to acquire three hospital facilities in Texas and $ 154 million to acquire nonhospital health care entities. During 2023 , we paid $ 229 million to acquire four hospital facilities in Texas and $ 406 million to acquire nonhospital health care entities. Purchase price amounts have been allocated to the related assets acquired and liabilities assumed based upon their respective fair values. The purchase price paid in excess of the fair value of identifiable net assets of these acquired entities aggregated $ 218 million, $ 170 million and $ 362 million in 2025, 2024 and 2023, respectively. The consolidated financial statements include the accounts and operations of the acquired entities subsequent to the respective acquisition dates. The pro forma effects of these acquired entities on our results of operations for periods prior to the respective acquisition dates were not significant. During 2025, we rece ived proceeds of $ 230 million and recognized a pretax gain of $ 41 million ($ 31 million net of tax ) related to the sales of two hospital facilities in California and Indiana. We also received proceeds of $ 39 million and recognized a pretax loss of $ 4 million ($ 3 million after tax ) related to sales of real estate and other health care entity investments. During 2024 , we received proceeds of $ 295 million and recognized a pretax gain of $ 189 million ($ 145 million net of tax ) related to the sale of a hospital facility in California. We also received proceeds of $ 33 million and recognized a pretax loss of $ 5 million ($ 4 million after tax ) related to sales of real estate and other health care entity investments. In addition, we recognized a pretax loss of $ 170 million ($ 130 million after tax ) related to a hospital facility in California that we sold in 2025. During 2023 , we received proceeds of $ 162 million for the sale of two hospital facilities in Louisiana. We also received proceeds of $ 31 million related to sales of real estate and other health care entity investments. We recognized a pretax loss of $ 5 million for these transactions. F- 17 HCA HEALTHCARE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) NOTE 4 — INCOME TAXES Effective January 1, 2025, we adopted Accounting Standards Update 2023-09, Improvements to Income Tax Disclosures (“ASU 2023-09”), with a retrospective approach to all prior periods presented. Pretax income including income attributable to noncontrolling interests consists of the following (dollars in millions): 2025 2024 2023 Domestic $ 9,720 $ 8,444 $ 7,621 Foreign 112 79 85 $ 9,832 $ 8,523 $ 7,706 Income taxes paid consist of the following (dollars in millions): 2025 2024 2023 Federal $ 1,466 $ 1,625 $ 1,187 State Florida 98 72 85 All other 157 134 105 Foreign 19 13 9 $ 1,740 $ 1,844 $ 1,386 The provision for income taxes consists of the following (dollars in millions): 2025 2024 2023 Current: Federal $ 1,551 $ 1,202 $ 1,118 State 248 212 213 Foreign 13 20 3 Deferred: Federal 201 394 241 State 31 31 21 Foreign 6 7 19 $ 2,050 $ 1,866 $ 1,615 Our provision for income taxes for the years ended December 31, 2025, 2024 and 2023 included tax benefits of $ 61 million, $ 102 million and $ 93 million, respectively, related to the settlement of employee equity awards. The provision for income taxes reflects a $ 27 million and $ 61 million reduction in interest (net of tax) and penalty expense and $ 36 million of interest expense (net of tax) for the years ended December 31, 2025, 2024 and 2023 , respectively. During 2024, we derecognized deferred tax assets and increased our tax provision by $ 276 million due to an internal restructuring of certain affiliates. F- 18 HCA HEALTHCARE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) NOTE 4 — INCOME TAXES (continued) A reconciliation of the federal statutory rate to the effective income tax rate follows (dollars in millions): 2025 2024 2023 Amount Percent Amount Percent Amount Percent U.S. federal statutory tax rate $ 2,065 21.0 % $ 1,790 21.0 % $ 1,618 21.0 % State and local taxes, net of federal income tax effect (1) 228 2.3 206 2.4 179 2.3 Foreign tax effects ( 4 ) — 10 0.1 4 0.1 Nontaxable or nondeductible items Noncontrolling interest ( 210 ) ( 2.1 ) ( 188 ) ( 2.2 ) ( 178 ) ( 2.3 ) Share-based payment awards ( 55 ) ( 0.6 ) ( 91 ) ( 1.1 ) ( 84 ) ( 1.1 ) Other nontaxable or nondeductible items 41 0.5 50 0.6 43 0.6 Changes in unrecognized tax benefits ( 18 ) ( 0.2 ) ( 177 ) ( 2.1 ) 33 0.4 Other Adjustments Internal restructuring of affiliates — — 265 3.2 — — Other adjustments, net 3 — 1 — — — Effective tax rate on income before income taxes $ 2,050 20.9 % $ 1,866 21.9 % $ 1,615 21.0 % (1) State taxes in Florida and Texas made up the majority (greater than 50%) of the tax effect in this category. The 2025 Federal Budget Act (the "FBA"), which was enacted on July 4, 2025, makes numerous tax changes, including reinstatement of 100% bonus depreciation for qualifying property placed in service after January 19, 2025, changing the timing of cash tax payments in 2025 and expected timing of cash tax payments for future years. We do not expect the tax provisions of the FBA will have a material impact on our effective tax rate. A summary of the items comprising our deferred tax assets and liabilities at December 31 follows (dollars in millions): 2025 2024 Assets Liabilities Assets Liabilities Depreciation and fixed asset basis differences $ — $ 1,357 $ — $ 1,139 Allowances for professional liability and other risks 440 — 395 — Accounts receivable 427 — 418 — Compensation 322 — 285 — Right-of-use lease assets and obligations 476 459 478 462 Other 268 1,036 297 932 $ 1,933 $ 2,852 $ 1,873 $ 2,533 At December 31, 2025 , state net operating loss carryforwards (expiring in years 2026 through 2044 ) available to offset future taxable income approximated $ 24 million. Utilization of net operating loss carryforwards in any one year may be limited. F- 19 HCA HEALTHCARE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) NOTE 4 — INCOME TAXES (continued) The following table summarizes the activity related to our gross unrecognized tax benefits, excluding accrued interest and penalties of $ 78 million and $ 115 million as of December 31, 2025 and 2024, respectively (dollars in millions): 2025 2024 Balance at January 1 $ 504 $ 639 Additions based on tax positions related to the current year 21 40 Additions for tax positions of prior years 25 63 Reductions for tax positions of prior years ( 3 ) ( 206 ) Settlements ( 1 ) ( 17 ) Lapse of applicable statutes of limitations ( 27 ) ( 15 ) Balance at December 31 $ 519 $ 504 Unrecognized tax benefits of $ 274 million as of December 31, 2025 ($ 295 million as of December 31, 2024) would affect the effective rate, if recognized. During 2025, the Internal Revenue Service (“IRS”) concluded its examination of the Company ’ s 2022 and 2023 income tax returns resolving all federal income tax matters for those years. Completion of the examination had no material impact on our results of operations or financial position. During 2024, the IRS completed its examination of our 2016, 2017 and 2018 income tax returns, resolving all federal income tax matters for those years. In 2024, we reduced our tax provision by $ 254 million, including interest of $ 118 million (net of tax). Of this amount, $ 181 million, including $ 47 million of interest (net of tax) related to the tax rate changes under the 2017 Tax Cuts and Jobs Act. At December 31, 2025 , the IRS was examining the 2019 tax returns of certain affiliates of the Company. We are subject to examination by the IRS for years after 2023 , as well as by state and foreign taxing authorities. NOTE 5 — EARNINGS PER SHARE We compute basic earnings per share using the weighted average number of common shares outstanding. We compute diluted earnings per share using the weighted average number of common shares outstanding plus the dilutive effect of outstanding SARs, RSUs and PSUs, computed using the treasury stock method. During 2025, 2024 and 2023, we repurchased 26.739 million shares, 17.798 million shares and 14.465 million shares, respectively, of our common stock. The following table sets forth the computations of basic and diluted earnings per share for the years ended December 31, 2025, 2024 and 2023 (dollars and shares in millions, except per share amounts): 2025 2024 2023 Net income attributable to HCA Healthcare, Inc. $ 6,784 $ 5,760 $ 5,242 Weighted average common shares outstanding 236.413 258.603 272.404 Effect of dilutive incremental shares 3.082 3.203 4.008 Shares used for diluted earnings per share 239.495 261.806 276.412 Earnings per share: Basic earnings per share $ 28.70 $ 22.27 $ 19.25 Diluted earnings per share $ 28.33 $ 22.00 $ 18.97 F- 20 HCA HEALTHCARE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) NOTE 6 — INVESTMENTS OF INSURANCE SUBSIDIARIES A summary of the insurance subsidiaries’ investments at December 31 follows (dollars in millions): 2025 Unrealized Amounts Amortized Cost Gains Losses Fair Value Debt securities $ 342 $ 1 $ ( 15 ) $ 328 Money market funds and other 260 — — 260 $ 602 $ 1 $ ( 15 ) 588 Amounts classified as current assets ( 103 ) Investment carrying value $ 485 2024 Unrealized Amounts Amortized Cost Gains Losses Fair Value Debt securities $ 388 $ — $ ( 27 ) $ 361 Money market funds and other 296 — — 296 $ 684 $ — $ ( 27 ) 657 Amounts classified as current assets ( 88 ) Investment carrying value $ 569 At December 31, 2025 and 2024, the investments in debt securities of our insurance subsidiaries were classified as “available-for-sale.” Changes in unrealized gains and losses that are not credit-related are recorded as adjustments to other comprehensive income (loss). Scheduled m aturities of investments in debt securities at December 31, 2025 were as follows (dollars in millions): Amortized Cost Fair Value Due in one year or less $ 29 $ 29 Due after one year through five years 145 140 Due after five years through ten years 111 104 Due after ten years 57 55 $ 342 $ 328 The average expected maturity of the investments in debt securities at December 31, 2025 was 3.7 years, compared to the average scheduled maturity of 7.8 years. Expected and scheduled maturities may differ because the issuers of certain securities have the right to call, prepay or otherwise redeem such obligations prior to their scheduled maturity date. F- 21 HCA HEALTHCARE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) NOTE 7 — ASSETS AND LIABILITIES MEASURED AT FAIR VALUE Accounting Standards Codification 820, Fair Value Measurements and Disclosures (“ASC 820”) emphasizes fair value is a market-based measurement, and fair value measurements should be determined based on the assumptions market participants would use in pricing assets or liabilities. ASC 820 utilizes a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity (observable inputs classified within Levels 1 and 2 of the hierarchy) and the reporting entity’s own assumptions about market participant assumptions (unobservable inputs classified within Level 3 of the hierarchy). Level 1 inputs utilize quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. Level 2 inputs may include quoted prices for similar assets and liabilities in active markets, as well as inputs observable for the asset or liability (other than quoted prices), such as interest rates, foreign exchange rates, and yield curves observable at commonly quoted intervals. Level 3 inputs are unobservable inputs for the asset or liability, which are typically based on an entity’s own assumptions, as there is little, if any, related market activity. In instances where the determination of the fair value measurement is based on inputs from different levels of the fair value hierarchy, the level in the fair value hierarchy within which the entire fair value measurement falls is based on the lowest level input significant to the fair value measurement in its entirety. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment. The investments of our insurance subsidiaries are generally classified within Level 1 or Level 2 of the fair value hierarchy because they are valued using quoted market prices, broker or dealer quotations, or alternative pricing sources with reasonable levels of price transparency. The following tables summarize the investments of our insurance subsidiaries measured at fair value on a recurring basis as of December 31, 2025 and 2024, aggregated by the level in the fair value hierarchy within which those measurements fall (dollars in millions): 2025 Fair Value Measurements Using Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Debt securities $ 328 $ 1 $ 327 $ — Money market funds and other 260 260 — — Investments of insurance subsidiaries 588 261 327 — Less amounts classified as current assets ( 103 ) ( 103 ) — — $ 485 $ 158 $ 327 $ — 2024 Fair Value Measurements Using Fair Value Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Debt securities $ 361 $ — $ 361 $ — Money market funds and other 296 296 — — Investments of insurance subsidiaries 657 296 361 — Less amounts classified as current assets ( 88 ) ( 88 ) — — $ 569 $ 208 $ 361 $ — F- 22 HCA HEALTHCARE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) NOTE 7 — ASSETS AND LIABILITIES MEASURED AT FAIR VALUE (continued) The estimated fair value of our long-term debt was $ 45.911 billion and $ 40.845 billion at December 31, 2025 and 2024 , respectively, compared to carrying amounts, gross of debt issuance costs, premiums and discounts, aggregating $ 46.928 billion and $ 43.400 billion, respectively. The estimates of fair value are generally based on Level 2 inputs, including quoted market prices or quoted market prices for similar issues of long-term debt with the same maturities. NOTE 8 — DEBT A summary of our debt at December 31, 2025 and December 31, 2024, including related interest rates at December 31, 2025, follows (dollars in millions): 2025 2024 Short-term borrowings: Commercial paper (average life of 18 days, weighted average rate of 4.3 %) $ 2,207 $ — Long-term debt: Senior secured term loan facility — 1,238 Other senior secured debt (effective interest rate of 4.6 %) 1,021 1,046 Senior unsecured credit facilities — — Senior unsecured notes payable through 2095 (effective interest rate of 5.1 %) 43,700 41,116 Debt issuance costs and discounts ( 436 ) ( 369 ) Total long-term debt (average life of 11.9 years, rates averaging 5.1 %) 44,285 43,031 Total debt 46,492 43,031 Less amounts due within one year 4,889 4,698 $ 41,603 $ 38,333 2025 Financing Activities W e issued $ 5.250 billion aggregate principal amount of senior notes comprised of (i) $ 700 million aggregate principal amount of 5.000 % senior notes due 2028, (ii) $ 300 million aggregate principal amount of floating rate senior notes due 2028, (iii) $ 750 million aggregate principal amount of 5.250 % senior notes due 2030, (iv) $ 750 million aggregate principal amount of 5.500 % senior notes due 2032, (v) $ 1.500 billion aggregate principal amount of 5.750 % senior notes due 2035 and (vi) $ 1.250 billion aggregate principal amount of 6.200 % senior notes due 2055 . We used the net proceeds to repay borrowings under the senior unsecured credit facility and for general corporate purposes. We also issued $ 3.250 billion aggregate principal amount of senior notes comprised of (i) $ 500 million aggregate principal amount of 4.300 % senior notes due 2030, (ii) $ 1.000 billion aggregate principal amount of 4.600 % senior notes due 2032, (iii) $ 1.000 billion aggregate principal amount of 4.900 % senior notes due 2035 and (iv) $ 750 million aggregate principal amount of 5.700 % senior notes due 2055. We used the net proceeds to repay borrowings under the commercial paper program and for general corporate purposes. We repaid at maturity all $ 2.600 billion aggregate principal amount of 5.375 % senior notes, all $ 1.400 billion aggregate principal amount of 5.25 % senior notes, $ 291 million aggregate principal amount of 7.69 % senior notes and $ 125 million aggregate principal amount of 7.58 % medium-term notes. We also redeemed all $ 1.500 billion aggregate principal amount of 5.875 % senior notes due 2026. Senior Unsecured Credit Facility And Other Senior Secured Debt During 2025, we entered into a new credit agreement that provides for $ 8.000 billion of senior unsecured revolving credit commitments with a term of five years (“senior unsecured credit facility”). Borrowings under the senior unsecured credit facility bear interest at a rate equal to the Secured Overnight Financing Rate plus 1.125 % (plus, until October 23, 2025 , a 0.10 % credit spread adjustment, as the unsecured credit facility was amended on that date to remove the credit spread adjustment). We terminated our $ 4.500 billion senior secured asset-based revolving credit facility, our $ 3.500 billion senior secured revolving cash flow credit facility and our senior secured term loan facility of $ 1.238 billion. Finance leases and other secured debt totaled $ 1.021 billion at December 31, 2025. F- 23 HCA HEALTHCARE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) NOTE 8 — DEBT (continued) Commercial Paper Program During 2025, we established a commercial paper program under which we may issue unsecured commercial paper notes from time to time up to a maximum aggregate face or principal amount of $ 4.000 billion outstanding at any time. Amounts available under the program may be borrowed, repaid and reborrowed from time to time. The maturities of the commercial paper notes borrowings may vary, but will not exceed 397 days from the date of issue, and the proceeds from the program will be used for general corporate purposes. In connection with the commercial paper program, we intend to maintain a minimum available borrowing capacity under our $ 8.000 billion senior unsecured credit facility equal to the aggregate amount outstanding under the commercial paper program. At December 31, 2025, we had $ 2.207 billion of commercial paper outstanding, and there were no borrowings outstanding under our senior unsecured credit facility. Senior Unsecured Notes Senior unsecured notes consist of (i) $ 43.250 billion aggregate principal amount of senior notes with maturities ranging from 2026 to 2064 and (ii) an aggregate principal amount of $ 450 million debentures with maturities ranging from 2027 to 2095 . General Debt Information Maturities of long-term debt in years 2027 through 2030 are $ 2.547 billion, $ 3.645 billion, $ 3.577 billion and $ 4.021 billion, respectively. NOTE 9 — LEASES We lease property and equipment under finance and operating leases. For leases with terms greater than 12 months, we record the related assets and obligations at the present value of lease payments over the term. Many of our leases include rental escalation clauses and renewal options that are factored into our determination of lease payments, when appropriate. We do not separate lease and nonlease components of contracts. Generally, we use our estimated incremental borrowing rate to discount the lease payments, as most of our leases do not provide a readily determinable implicit interest rate. The following table presents our lease-related assets and liabilities at December 31, 2025 and 2024 (dollars in millions): Balance Sheet Classification 2025 2024 Assets: Operating leases Right-of-use operating lease assets $ 2,130 $ 2,131 Finance leases Property and equipment 607 646 Total lease assets $ 2,737 $ 2,777 Liabilities: Current: Operating leases Other accrued expenses $ 352 $ 343 Finance leases Short-term borrowings and long-term debt due within one year 133 162 Noncurrent: Operating leases Right-of-use operating lease obligations 1,853 1,863 Finance leases Long-term debt 625 624 Total lease liabilities $ 2,963 $ 2,992 Weighted-average remaining term: Operating leases 11.4 years 11.3 years Finance leases 11.1 years 10.5 years Weighted-average discount rate: Operating leases 5.3 % 5.1 % Finance leases 5.6 % 5.3 % F- 24 HCA HEALTHCARE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) NOTE 9 — LEASES (continued) The following table presents certain information related to expenses for finance and operating leases for the years ended December 31, 2025, 2024 and 2023 (dollars in millions): 2025 2024 2023 Finance lease expense: Depreciation and amortization $ 182 $ 159 $ 164 Interest 41 37 31 Operating leases(1) 516 503 495 Short-term lease expense(1) 317 365 337 Variable lease expense(1) 197 181 162 $ 1,253 $ 1,245 $ 1,189 (1) Expenses are included in “other operating expenses” in our consolidated income statements. The fo llowing table presents supplemental cash flow information for the years ended December 31, 2025, 2024 and 2023 (dollars in millions): 2025 2024 2023 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 501 $ 490 $ 479 Operating cash flows for finance leases 41 37 31 Financing cash flows for finance leases 173 172 140 Maturities of Lease Liabilities The following table reconciles the undiscounted minimum lease payment amounts to the operating and finance lease liabilities recorded on the balance sheet at December 31, 2025 and 2024 (dollars in millions): 2025 2024 Operating Leases Finance Leases Operating Leases Finance Leases Year 1 $ 474 $ 173 $ 455 $ 197 Year 2 413 126 405 146 Year 3 343 100 344 99 Year 4 276 85 281 81 Year 5 214 62 221 71 Thereafter 1,499 532 1,460 497 Total minimum lease payments 3,219 1,078 3,166 1,091 Less: amount of lease payments representing interest ( 1,014 ) ( 320 ) ( 960 ) ( 305 ) Present value of future minimum lease payments 2,205 758 2,206 786 Less: current lease obligations ( 352 ) ( 133 ) ( 343 ) ( 162 ) Long-term lease obligations $ 1,853 $ 625 $ 1,863 $ 624 NOTE 10 — CONTINGENCIES We operate in a highly regulated and litigious industry. As a result, various lawsuits, claims and legal and regulatory proceedings have been and can be expected to be instituted or asserted against us. We are also subject to claims and suits arising in the ordinary course of business, including claims for personal injuries or wrongful restriction of, or interference with, physicians’ staff privileges. In certain of these actions the claimants may seek punitive damages against us, which may not be covered by insurance. We are also subject to claims by various taxing authorities for additional taxes and related interest and penalties. The resolution of any such lawsuits, claims or legal and regulatory proceedings could have a material, adverse effect on our results of operations, financial position or liquidity. F- 25 HCA HEALTHCARE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) NOTE 10 — CONTINGENCIES (continued) Government Investigations, Claims and Litigation Health care companies are subject to numerous investigations by various governmental agencies. Under the federal False Claims Act (“FCA”), private parties have the right to bring qui tam , or “whistleblower,” suits against companies that submit false claims for payments to, or improperly retain overpayments from, the government. Some states have adopted similar state whistleblower and false claims provisions. Certain of our individual facilities have received, and from time to time, other facilities may receive, government inquiries from, and may be subject to investigation by, federal and state agencies. Depending on whether the underlying conduct in these or future inquiries or investigations could be considered systemic, their resolution could have a material, adverse effect on our results of operations, financial position or liquidity. We accrue for such contingencies to the extent that it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. If we are a party to any proceeding that, either individually or in the aggregate, is probable or reasonably possible of having a material, adverse effect on the business, our results of operations, financial position or liquidity, we disclose a summary of such contingencies and the amount or range of reasonably possible losses in excess of recorded amounts or that we are unable to reasonably estimate the amount or range of losses. NOTE 11 — CAPITAL STOCK The amended and restated certificate of incorporation authorizes the Company to issue up to 1,800,000,000 shares of common stock, and our amended and restated by-laws set the number of directors constituting the board of directors of the Company at not less than three members, the exact number to be determined from time to time by resolution adopted by the affirmative vote of a majority of the total number of directors then in office. On February 6, 2026, the Company entered into an Exchange Agreement with an entity controlled by the Company’s founder, Dr. Thomas F. Frist, Jr. and certain of his affiliates. Under the Exchange Agreement, the Company exchanged 36,629,188 shares of our common stock delivered to the Company for 36,557,141 new shares of our common stock (the “Exchange”). Upon receipt of the exchanged shares, the Company retired and canceled the shares, which ceased to be outstanding and returned to the status of authorized but unissued shares. As a result, the net effect of the Exchange is a decrease of 72,047 shares of our outstanding common stock. Share Repurchase Transactions During January 2026, January 2025, January 2024, January 2023 and January 2022, our Board of Directors authorized share repurchase programs for up to $ 10 billion, $ 10 billion, $ 6 billion, $ 3 billion and $ 8 billion, respectively, of the Company’s outstanding common stock. During 2025, we repurchased 26.739 million shares of our common stock at an average price of $ 374.54 per share through market purchases pursuant to the January 2024 authorization (which was completed during 2025) and the January 2025 authorization. At December 31, 2025 , we had $ 750 million of repurchase authorization available under the January 2025 authorization. During 2024 , we repurchased 17.798 million shares of our common stock at an average price of $ 337.74 per share through market purchases pursuant to the January 2023 authorization (which was completed during 2024) and the January 2024 authorization. During 2023 , we repurchased 14.465 million shares of our common stock at an average price of $ 263.47 per share through market purchases pursuant to the January 2022 authorization (which was completed during 2023) and the January 2023 authorization. F- 26 HCA HEALTHCARE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) NOTE 12 — EMPLOYEE BENEFIT PLANS We maintain defined contribution benefit plans that are available to employees who meet certain minimum requirements. The plans require that we match participant contributions up to certain maximum levels (generally, 100 % of the first 3 % to 9 %, depending upon years of vesting service, of compensation deferred by participants). Benefits expense under these plans totaled $ 744 million for 2025 , $ 689 million for 2024 and $ 659 million for 2023. Our matching contributions are funded during the year following the participant contributions. We maintain the noncontributory, nonqualified Restoration Plan to provide retirement benefits for eligible employees. Eligibility for the Restoration Plan is based upon earning eligible compensation in excess of a base amount and attaining 1,000 or more hours of service during the plan year. Company credits to participants’ hypothetical account balances (the Restoration Plan is not funded) depend upon participants’ compensation, years of vesting service, hypothetical investment returns (gains or losses) and certain IRS limitations. Benefits expense under the plan was $ 40 million for 2025 , $ 31 million for 2024 and $ 40 million for 2023 . Accrued benefits liabilities under the plan totaled $ 237 million at December 31, 2025 and $ 229 million at December 31, 2024. We maintain a Supplemental Executive Retirement Plan (“SERP”) for certain executives (the SERP is not funded). The plan is designed to ensure that upon retirement the participant receives the value of a prescribed life annuity from the combination of the SERP and our other benefit plans. Benefits expense under the plan was $ 8 million for 2025 , $ 7 million for 2024 and $ 10 million for 2023 . Accrued benefits liabilities under this plan totaled $ 126 million at December 31, 2025 and $ 109 million at December 31, 2024. We maintain defined benefit pension plans which resulted from certain hospital acquisitions in prior years. The amount recognized under these plans was a $ 7 million credit for 2025 , $ 6 million credit for 2024 and $ 2 million expense for 2023 . Net assets available for benefits in excess of the projected benefit obligation under these plans were $ 165 million and $ 118 million at December 31, 2025 and 2024 , respectively. NOTE 13 — SEGMENT AND GEOGRAPHIC INFORMATION We operate in one line of business, which is operating hospitals and related health care entities. We operate in three geographically organized groups: the National, Atlantic and American Groups. At December 31, 2025 , the National Group included 53 hospitals located in Alaska, California, Idaho, Kentucky, Nevada, New Hampshire, North Carolina, Tennessee, Utah and Virginia; the Atlantic Group included 63 hospitals located in Florida, Georgia, Northern Kansas, Missouri and South Carolina; and the American Group included 66 hospitals located in Colorado, Central Kansas, Louisiana and Texas. The eight hospitals we operate in England are included in the Corporate and other group. F- 27 HCA HEALTHCARE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) NOTE 13 — SEGMENT AND GEOGRAPHIC INFORMATION (continued) Adjusted segment EBITDA is defined as income before depreciation and amortization, interest expense, losses and gains on sales of facilities, losses on retirement of debt, income taxes and net income attributable to noncontrolling interests. We use adjusted segment EBITDA as an analytical indicator for purposes of allocating resources to geographic areas and assessing their performance. Adjusted segment EBITDA is commonly used as an analytical indicator within the health care industry, and also serves as a measure of leverage capacity and debt service ability. Adjusted segment EBITDA should not be considered as a measure of financial performance under generally accepted accounting principles, and the items excluded from adjusted segment EBITDA are significant components in understanding and assessing financial performance. Because adjusted segment EBITDA is not a measurement determined in accordance with generally accepted accounting principles and is thus susceptible to varying calculations, adjusted segment EBITDA, as presented, may not be comparable to other similarly titled measures of other companies. The geographic distributions of our revenues, salaries and benefits, supplies, other operating expenses, equity in earnings or losses of affiliates, adjusted segment EBITDA, depreciation and amortization, assets and goodwill and other intangible assets that are provided to the Chief Operating Decision Maker, which is the Chief Executive Officer, are summarized in the following tables (dollars in millions) and represent the operating segments at December 31, 2025: For the Year Ended December 31, 2025 National Group Atlantic Group American Group Revenues $ 21,278 $ 24,709 $ 26,445 Salaries and benefits 7,812 9,023 8,992 Supplies 3,043 3,689 4,263 Other operating expenses 5,321 6,358 6,962 Equity in (earnings) losses of affiliates ( 1 ) ( 3 ) ( 68 ) 16,175 19,067 20,149 Adjusted segment EBITDA $ 5,103 $ 5,642 $ 6,296 For the Year Ended December 31, 2024 National Group Atlantic Group American Group Revenues $ 19,656 $ 23,380 $ 24,668 Salaries and benefits 7,542 8,686 8,599 Supplies 2,812 3,553 4,035 Other operating expenses 4,908 6,206 6,367 Equity in (earnings) losses of affiliates 2 ( 3 ) ( 62 ) 15,264 18,442 18,939 Adjusted segment EBITDA $ 4,392 $ 4,938 $ 5,729 F- 28 HCA HEALTHCARE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) NOTE 13 — SEGMENT AND GEOGRAPHIC INFORMATION (continued) For the Year Ended December 31, 2023 National Group Atlantic Group American Group Revenues $ 18,105 $ 21,167 $ 22,318 Salaries and benefits 7,196 8,058 8,080 Supplies 2,658 3,331 3,616 Other operating expenses 4,253 5,289 5,473 Equity in (earnings) losses of affiliates ( 2 ) ( 3 ) ( 59 ) 14,105 16,675 17,110 Adjusted segment EBITDA $ 4,000 $ 4,492 $ 5,208 For the Year Ended December 31, 2025 2024 2023 Adjusted segment EBITDA: National Group $ 5,103 $ 4,392 $ 4,000 Atlantic Group 5,642 4,938 4,492 American Group 6,296 5,729 5,208 17,041 15,059 13,700 Adjustments to reconcile Total Adjusted segment EBITDA to consolidated Income before income taxes: Corporate and Other 1,475 1,177 974 Depreciation and amortization 3,523 3,312 3,077 Interest expense 2,248 2,061 1,938 Losses (gains) on sales of facilities ( 37 ) ( 14 ) 5 Income before income taxes $ 9,832 $ 8,523 $ 7,706 For the Year Ended December 31, 2025 2024 2023 Revenues: National Group $ 21,278 $ 19,656 $ 18,105 Atlantic Group 24,709 23,380 21,167 American Group 26,445 24,668 22,318 Corporate and other 3,168 2,899 3,378 $ 75,600 $ 70,603 $ 64,968 Depreciation and amortization: National Group $ 905 $ 857 $ 834 Atlantic Group 1,122 1,061 989 American Group 1,131 1,083 971 Corporate and other 365 311 283 $ 3,523 $ 3,312 $ 3,077 F- 29 HCA HEALTHCARE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) NOTE 13 — SEGMENT AND GEOGRAPHIC INFORMATION (continued) December 31, 2025 2024 2023 Assets: National Group $ 13,596 $ 12,855 $ 12,487 Atlantic Group 17,945 17,168 16,098 American Group 21,217 20,714 19,786 Corporate and other 7,962 8,776 7,840 $ 60,720 $ 59,513 $ 56,211 National Group Atlantic Group American Group Corporate and Other Total Goodwill and other intangible assets: Balance at December 31, 2022 $ 1,244 $ 2,057 $ 5,152 $ 1,200 $ 9,653 Acquisitions — 8 326 28 362 Foreign currency translation, amortization and other ( 3 ) ( 1 ) — ( 66 ) ( 70 ) Balance at December 31, 2023 1,241 2,064 5,478 1,162 9,945 Acquisitions — 61 105 4 170 Foreign currency translation, amortization and other ( 4 ) ( 1 ) 3 ( 20 ) ( 22 ) Balance at December 31, 2024 1,237 2,124 5,586 1,146 10,093 Acquisitions 21 90 101 6 218 Foreign currency translation, amortization and other ( 24 ) — 1 5 ( 18 ) Balance at December 31, 2025 $ 1,234 $ 2,214 $ 5,688 $ 1,157 $ 10,293 F- 30 HCA HEALTHCARE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) NOTE 14 — OTHER COMPREHENSIVE (LOSS) INCOME The components of accumulated other comprehensive loss are as follows (dollars in millions): Unrealized Gains (Losses) on Available- for-Sale Securities Foreign Currency Translation Adjustments Defined Benefit Plans Total Balances at December 31, 2022 $ ( 30 ) $ ( 373 ) $ ( 87 ) $ ( 490 ) Unrealized gains on available-for-sale securities, net of $ 2 income taxes 9 9 Foreign currency translation adjustments, net of $ 7 income taxes 34 34 Defined benefit plans, net of $ 6 of income taxes 21 21 Expense (benefit) reclassified into operations from other comprehensive income, net of none of income taxes and $ 1 income tax benefit, respectively ( 1 ) 2 1 Balances at December 31, 2023 ( 22 ) ( 339 ) ( 64 ) ( 425 ) Unrealized gains on available-for-sale securities 1 1 Foreign currency translation adjustments, net of $ 2 income tax benefit ( 14 ) ( 14 ) Defined benefit plans, net of $ 15 of income taxes 50 50 Expense reclassified into operations from other comprehensive income 1 1 Balances at December 31, 2024 ( 21 ) ( 353 ) ( 13 ) ( 387 ) Unrealized gains on available-for-sale securities, net of $ 3 income taxes 10 10 Foreign currency translation adjustments, net of $ 10 income taxes 54 54 Defined benefit plans, net of $ 7 of income taxes 24 24 Benefits reclassified into operations from other comprehensive income, net of $ 2 of income taxes ( 6 ) ( 6 ) Balances at December 31, 2025 $ ( 11 ) $ ( 299 ) $ 5 $ ( 305 ) NOTE 15 — OTHER ACCRUED EXPENSES A summary of other accrued expenses at December 31 follows (dollars in millions): 2025 2024 Professional liability risks $ 578 $ 587 Defined contribution benefit plans 763 704 Right-of-use operating leases 352 343 Taxes other than income 504 419 Interest 499 502 Employee medical benefits 216 206 Other 1,365 1,138 $ 4,277 $ 3,899 F- 31