Executive Chairman Miller Alan B disposed of 40,015 units of Class B Common Stock, acquired 40,015 units of Class B Common Stock and gifted 18,894 units of Class B Common Stock, increasing direct ownership by 3% to 1,416,355 units (SEC Form 4)
$UHS
Hospital/Nursing Management
Health Care
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
UNIVERSAL HEALTH SERVICES INC [ UHS ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 05/14/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Class B Common Stock | 05/14/2025 | J(1) | 16,005 | D | $0 | 7,560 | I | Marc Daniel Miller 2023 GRAT | ||
| Class B Common Stock | 05/14/2025 | J(1) | 16,005 | A | $0 | 1,392,345 | D | |||
| Class B Common Stock | 05/14/2025 | J(2) | 12,005 | D | $0 | 5,667 | I | Marni Spencer 2023 GRAT | ||
| Class B Common Stock | 05/14/2025 | J(2) | 12,005 | A | $0 | 1,404,350 | D | |||
| Class B Common Stock | 05/14/2025 | J(3) | 12,005 | D | $0 | 5,667 | I | Abby Miller King 2023 GRAT | ||
| Class B Common Stock | 05/14/2025 | J(3) | 12,005 | A | $0 | 1,416,355 | D | |||
| Class B Common Stock | 05/14/2025 | G(4) | 7,560 | D | $0 | 0 | I | Marc Daniel Miller 2023 GRAT | ||
| Class B Common Stock | 05/14/2025 | G(5) | 5,667 | D | $0 | 0 | I | Marni Spencer 2023 GRAT | ||
| Class B Common Stock | 05/14/2025 | G(6) | 5,667 | D | $0 | 0 | I | Abby Miller King 2023 GRAT | ||
| Class B Common Stock | 83,252 | I | AMK 2014 LLC as held by Alan B. Miller | |||||||
| Class B Common Stock | 16,748 | I | AMK 2014 LLC held by The Abby Danielle Miller 2002 Trust | |||||||
| Class B Common Stock | 55,763 | I | By The Abby Miller King 2011 Family Trust | |||||||
| Class B Common Stock | 175,993 | I | MDM 2014 LLC as held by Alan B. Miller | |||||||
| Class B Common Stock | 24,007 | I | MDM 2014 LLC held by The Marc Daniel Miller 2002 Trust | |||||||
| Class B Common Stock | 83,252 | I | MS 2014 LLC as held by Alan B. Miller | |||||||
| Class B Common Stock | 16,748 | I | MS 2014 LLC held by The Marni Spencer 2002 Trust | |||||||
| Class B Common Stock | 8,623 | I | The Alan and Jill Miller Foundation(7) | |||||||
| Class B Common Stock | 59,900 | I | The Marc Daniel Miller 2011 Family Trust | |||||||
| Class B Common Stock | 55,763 | I | The Marni Spencer 2011 Family Trust | |||||||
| Class B Common Stock | 19,702 | I | Abby Miller King 2024 GRAT | |||||||
| Class B Common Stock | 26,265 | I | Marc Daniel Miller 2024 GRAT | |||||||
| Class B Common Stock | 19,702 | I | Marni Spencer 2024 GRAT | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Explanation of Responses: |
| 1. On May 14, 2025 16,005 Class B shares were distributed to Alan B. Miller from the Marc Daniel Miller 2023 GRAT. Alan B. Miller's pecuniary interest in these shares is unchanged. All distributions hereinbefore described were made pursuant to the terms of the Trust Agreement creating each 2023 GRAT. |
| 2. On May 14, 2025 12,005 Class B shares were distributed to Alan B. Miller from the Marni Spencer 2023 GRAT. Alan B. Miller's pecuniary interest in these shares is unchanged. All distributions hereinbefore described were made pursuant to the terms of the Trust Agreement creating each 2023 GRAT. |
| 3. On May 14, 2025 12,005 Class B shares were distributed to Alan B. Miller from the Abby Miller King 2023 GRAT. Alan B. Miller's pecuniary interest in these shares is unchanged. All distributions hereinbefore described were made pursuant to the terms of the Trust Agreement creating each 2023 GRAT. |
| 4. On May 14, 2025 7,560 Class B shares were distributed to The Marc Daniel Miller 2002 Trust from the Marc Daniel Miller 2023 GRAT. All distributions hereinbefore described were made pursuant to the terms of the Trust Agreement creating each 2023 GRAT. |
| 5. On May 14, 2025 5,667 Class B shares were distributed to The Marni Spencer 2002 Trust from the Marni Spencer 2023 GRAT. All distributions hereinbefore described were made pursuant to the terms of the Trust Agreement creating each 2023 GRAT. |
| 6. On May 14, 2025 5,667 Class B shares were distributed to The Abby Danielle Miller 2002 Trust from the Abby Miller King 2023 GRAT. All distributions hereinbefore described were made pursuant to the terms of the Trust Agreement creating each 2023 GRAT. |
| 7. Mr. Alan B. Miller disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that Mr. Alan B. Miller is the beneficial owner of these securities for purposes of Section 16 or for any other purpose. |
| /s/ Steve Filton, Attorney-in-Fact for Alan B. Miller | 05/16/2025 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||