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UNIVERSAL HEALTH SERVICES INC

Date Filed : May 24, 2024

SEC FORM 4SEC Form 4
FORM 4UNITED 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*
MILLER ALAN B

(Last)(First)(Middle)
UNIVERSAL HEALTH SERVICES, INC.

(Street)
KING OF PRUSSIAPA19406

(City)(State)(Zip)
2. Issuer Name and Ticker or Trading Symbol
UNIVERSAL HEALTH SERVICES INC [ UHS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
XOfficer (give title below)Other (specify below)
Executive Chairman
3. Date of Earliest Transaction (Month/Day/Year)
05/22/2024
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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)
CodeVAmount(A) or (D)Price
Class B Common Stock05/22/2024J(1)12,214D$05,421IMarc Daniel Miller 2022 GRAT
Class B Common Stock05/22/2024J(1)12,214A$01,140,388D
Class B Common Stock05/22/2024G(2)5,421D$00IMarc Daniel Miller 2022 GRAT
Class B Common Stock05/22/2024J(3)9,162D$04,064IMarni Spencer 2022 GRAT
Class B Common Stock05/22/2024J(3)9,162A$01,149,550D
Class B Common Stock05/22/2024G(4)4,064D$00IMarni Spencer 2022 GRAT
Class B Common Stock05/22/2024J(5)9,162D$04,064IAbby Miller King 2022 GRAT
Class B Common Stock05/22/2024J(5)9,162A$01,158,712D
Class B Common Stock05/22/2024G(6)4,064D$00IAbby Miller King 2022 GRAT
Class B Common Stock83,252IAMK 2014 LLC as held by Alan B. Miller
Class B Common Stock16,748IAMK 2014 LLC held by The Abby Danielle Miller 2002 Trust
Class B Common Stock55,763IBy The Abby Miller King 2011 Family Trust
Class B Common Stock175,993IMDM 2014 LLC as held by Alan B. Miller
Class B Common Stock24,007IMDM 2014 LLC held by The Marc Daniel Miller 2002 Trust
Class B Common Stock83,252IMS 2014 LLC as held by Alan B. Miller
Class B Common Stock16,748IMS 2014 LLC held by The Marni Spencer 2002 Trust
Class B Common Stock8,623IThe Alan and Jill Miller Foundation(7)
Class B Common Stock59,900IThe Marc Daniel Miller 2011 Family Trust
Class B Common Stock55,763IThe Marni Spencer 2011 Family Trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. On May 22, 2024 12,214 Class B shares were distributed to Alan B. Miller from the Marc Daniel Miller 2022 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 2022 GRAT.
2. On May 22, 2024 5,421 Class B shares were distributed to The Marc Daniel Miller 2002 Trust from the Marc Daniel Miller 2022 GRAT. All distributions hereinbefore described were made pursuant to the terms of the Trust Agreement creating each 2022 GRAT.
3. On May 22, 2024 9,162 Class B shares were distributed to Alan B. Miller from the Marni Spencer 2022 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 2022 GRAT.
4. On May 22, 2024 4,064 Class B shares were distributed to The Marni Spencer 2002 Trust from the Marni Spencer 2022 GRAT. All distributions hereinbefore described were made pursuant to the terms of the Trust Agreement creating each 2022 GRAT.
5. On May 22, 2024 9,162 Class B shares were distributed to Alan B. Miller from the Abby Miller King 2022 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 2022 GRAT.
6. On May 22, 2024 4,064 Class B shares were distributed to The Abby Danielle Miller 2002 Trust from the Abby Miller King 2022 GRAT. All distributions hereinbefore described were made pursuant to the terms of the Trust Agreement creating each 2022 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.
Remarks:
This Form 4 is the first of two Form 4s being filed by the Reporting Person. The Form 4 has been split into two filings to cover all the transactions that occurred on the same Transaction Date, because the SEC's EDGAR filing system limits a single Form 4 to a maximum of 30 separate lines.
/s/ Steve Filton, Attorney-in-Fact for Alan B. Miller05/24/2024
** Signature of Reporting PersonDate
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).
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