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). |
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) 12/18/2014 | ||||||||||||||||||||||||||
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 |
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 | ||||||||
Class A Common Stock | (1) | 12/18/2014 | J(2) | 39,510 | (4) | (5) | Class B Common Stock | 39,510 | $0 | 93,836(6) | I | By The Abby Miller King 2010 GRAT (B) | |||
Class A Common Stock | (1) | 12/18/2014 | J(2) | 52,685 | (4) | (5) | Class B Common Stock | 52,685 | $0 | 125,108 | I | By The Marc Daniel Miller 2010 GRAT (B) | |||
Class A Common Stock | (1) | 12/18/2014 | J(2) | 39,510 | (4) | (5) | Class B Common Stock | 39,510 | $0 | 93,836(6) | I | By The Marni Spencer 2010 GRAT (B) | |||
Class A Common Stock | (1) | 12/18/2014 | J(3) | 93,836 | (4) | (5) | Class B Common Stock | 93,836 | $0 | 0 | I | By The Abby Miller King 2010 GRAT (B) | |||
Class A Common Stock | (1) | 12/18/2014 | J(3) | 93,836 | (4) | (5) | Class B Common Stock | 93,836 | $0 | 160,563(6) | I | The Abby Danielle Miller 2002 Trust | |||
Class A Common Stock | (1) | 12/18/2014 | J(3) | 125,108 | (4) | (5) | Class B Common Stock | 125,108 | $0 | 0 | I | By The Marc Daniel Miller 2010 GRAT (B) | |||
Class A Common Stock | (1) | 12/18/2014 | J(3) | 125,108 | (4) | (5) | Class B Common Stock | 125,108 | $0 | 200,695(6) | I | The Marc Daniel Miller 2002 Trust | |||
Class A Common Stock | (1) | 12/18/2014 | J(3) | 93,836 | (4) | (5) | Class B Common Stock | 93,836 | $0 | 0 | I | By The Marni Spencer 2010 GRAT (B) | |||
Class A Common Stock | (1) | 12/18/2014 | J(3) | 93,836 | (4) | (5) | Class B Common Stock | 93,836 | $0 | 160,563(6) | I | The Marni Spencer 2002 Trust |
Explanation of Responses: |
1. The Class A Common Stock is convertible into Class B Common Stock on a share for share basis. |
2. On December 18, 2014, each of The Abby Miller King 2010 GRAT (B) and The Marni Spencer 2010 GRAT (B) terminated and distributed 39,510 shares of Class A Common Stock to Alan B. Miller. On December 18, 2014, The Marc Daniel Miller 2010 GRAT (B) terminated and distributed 52,685 shares of Class A Common Stock to Alan B. Miller. The transfer resulted in a change of beneficial ownership from indirect to direct. Mr. Alan B. Miller's pecuniary interest in these shares is unchanged. Mr. Marc D. Miller serves as Co-Trustee of each of these GRATs. |
3. On December 18, 2014, each of The Abby Miller King 2010 GRAT (B) and The Marni Spencer 2010 GRAT (B) terminated and distributed 93,836 shares of Class A Common Stock to each of The Abby Danielle Miller 2002 Trust and The Marni Spencer 2002 Trust. On December 18, 2014 The Marc Daniel Miller 2010 GRAT (B) terminated and distributed 125,108 shares of Class A Common Stock to The Marc Daniel Miller 2002 Trust. |
4. Immediately |
5. Not Applicable |
6. Marc D. Miller disclaims any pecuniary interest in these shares. |
/s/ Marc D. Miller | 12/19/2014 | |
** 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. |