SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G/A

Under the Securities Exchange Act of 1934

(Amendment No 2 )

UNIVERSAL HEALTH SERVICES, INC.

---

(Name of Issuer)

Class B Common Stock

---

(Title of Class of Securities)

913903100

---

(CUSIP Number)

December 31, 2018

---

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

☒

Rule 13d-1(b)

☐

Rule 13d-1(c)

☐

Rule 13d-1(d)

 

---

 

 

 

Item 3.

If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

(a)

☐

Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).

 

(b)

☐

Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).

 

(c)

☐

Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).

 

(d)

☐

Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

 

(e)

☒

An investment advisor in accordance with §240.13d-1(b)(1)(ii)(E).

 

(f)

☐

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F).

 

(g)

☒

A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G).

 

(h)

☐

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813).

 

(i)

☐

A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3).

 

(j)

☐

A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);

 

(k)

☐

Group, in accordance with §240.13d-1(b)(1)(ii)(K).

 

 

 

 

 

 

 

 

 

 

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

 

EXHIBIT INDEX

 

99.A	Joint Filing Agreement, dated February 14, 2019, by and among Maverick Capital, Ltd., Maverick Capital Management, LLC, Lee S. Ainslie III and Andrew H. Warford.

 

 

 

 

 

Exhibit 24.A

 

Power of Attorney

 

KNOW ALL MEN BY THESE PRESENTS, that I, Lee S. Ainslie III, hereby make, constitute and appoint Mark Gurevich as my agent and attorney-in-fact for the purpose of executing (i) in my personal capacity or (ii) in my capacity as manager or other officer or representative of Maverick Capital Management, LLC, Maverick Capital, Ltd. or any affiliate of either, all documents to be filed with or delivered to any foreign or domestic governmental or regulatory body or other person pursuant to any legal or regulatory requirement relating to the issuance, acquisition, ownership, management or disposition of securities or investments, including without limitation all documents required to be filed with the United States Securities and Exchange Commission pursuant to Sections 13 and 16 of the Securities Exchange Act of 1934 and any joint filing agreements pursuant to Rule 13d-1(k).

 

All past acts of the attorney-in-fact in furtherance of the foregoing are hereby ratified and confirmed.

 

This power of attorney shall be valid from the date hereof until revoked by me.

 

IN WITNESS WHEREOF, I have executed this instrument as of the 15^th day of March, 2018.

 

 

 

 

 

	/s/ Lee S. Ainslie III
	Lee S. Ainslie III

Exhibit 24.B

 

Power of Attorney

 

KNOW ALL MEN BY THESE PRESENTS, that I, Andrew H. Warford, hereby make, constitute and appoint Mark Gurevich as my agent and attorney-in-fact for the purpose of executing (i) in my personal capacity or (ii) in my capacity as manager or other officer or representative of Maverick Capital, Ltd. or any affiliate of either, all documents to be filed with or delivered to any foreign or domestic governmental or regulatory body or other person pursuant to any legal or regulatory requirement relating to the issuance, acquisition, ownership, management or disposition of securities or investments, including without limitation all documents required to be filed with the United States Securities and Exchange Commission pursuant to Sections 13 and 16 of the Securities Exchange Act of 1934 and any joint filing agreements pursuant to Rule 13d-1(k).

 

All past acts of the attorney-in-fact in furtherance of the foregoing are hereby ratified and confirmed.

 

This power of attorney shall be valid from the date hereof until revoked by me.

 

IN WITNESS WHEREOF, I have executed this instrument as of the 16^th day of March, 2018.

 

 

 

 

	/s/ Andrew H. Warford
	Andrew H. Warford

 

Joint Filing Agreement

 

The undersigned hereby agree that the statement on Schedule 13G/A with respect to the Class B Common Stock of Universal Health Services Inc., dated as of February 14, 2019, is, and any amendments thereto (including amendments on Schedule 13D) signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934.

 

Date:

February 14, 2019