X0306 5 2014-12-31 0 0 0 0000860730 HCA Holdings, Inc. HCA 0000900596 FRIST THOMAS F JR 3100 WEST END AVENUE NASHVILLE TN 37203 0 0 1 0 Common Stock, par value $0.01 per share 2014-02-25 5 G 0 2895938.8722 0.00 D 0 I Held indirectly through Hercules Holding II, LLC by Thomas F. Frist Jr. 2012 GRAT No. 1 Common Stock, par value $0.01 per share 2014-05-19 5 G 0 6465982 0.00 D 0 I Held indirectly through Hercules Holding II, LLC by Thomas F. Frist, Jr. 2009 GRAT Common Stock, par value $0.01 per share 2014-11-17 5 G 0 518650.7964 0.00 D 0 I Held indirectly through Hercules Holding II, LLC by Thomas F. Frist, Jr. 2012 GRAT No. 2 Common Stock, par value $0.01 per share 67351.6299 I Held indirectly through Hercules Holding II, LLC Common Stock, par value $0.01 per share 204968.4898 I Held indirectly through Hercules Holding II, LLC by Patricia C. Frist Common Stock, par value $0.01 per share 72589.0649 I Held indirectly through Hercules Holding II, LLC by Thomas F. Frist GST Tax Exempt Trust Common Stock, par value $0.01 per share 382700.8834 I Held indirectly through Hercules Holding II, LLC by Patricia Champion Frist 2013 GRAT Common Stock, par value $0.01 per share 340217 I Held indirectly through Hercules Holding II, LLC by Patricia Champion Frist 2013 GRAT No. 3 Common Stock, par value $0.01 per share 630884.3884 I Held indirectly through Hercules Holding II, LLC by Thomas F. Frist, Jr. 2013 GRAT Common Stock, par value $0.01 per share 317076 I Held indirectly through Hercules Holding II, LLC by Thomas F. Frist, Jr. 2010 GRAT Common Stock, par value $0.01 per share 387659.7546 I Held indirectly through Hercules Holding II, LLC by Frist Children's Trust Common Stock, par value $0.01 per share 6657331.3176 I Held indirectly through Hercules Holding II, LLC by Frist Children's Trust II Common Stock, par value $0.01 per share 36629163.8593 I Held indirectly through Hercules Holding II, LLC by Frisco, Inc. Hercules Holding II, LLC ("Hercules") holds 91,750,834 shares of the common stock of HCA Holdings, Inc. Hercules has issued one unit per share of HCA Holdings, Inc. that it owns directly. Hercules is held by a private investor group, including affiliates of Bain Capital Investors, LLC, Kohlberg Kravis Roberts & Co. L.P. and affiliates of HCA Inc. founder Dr. Thomas F. Frist, Jr. The Reporting Person may be deemed to be a member of a group exercising voting and investment control over the shares of common stock of HCA Holdings, Inc. held by Hercules. However, the Reporting Person disclaims membership in any such group and disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest therein. The Reporting Person may be deemed to be the beneficial owner of the units of Hercules held by (i) Thomas F. Frist, Jr. 2012 Grantor Retained Annuity Trust No. 1, (ii) Thomas F. Frist, Jr. 2012 Grantor Retained Annuity Trust No. 2, (iii) Thomas F. Frist, Jr. 2013 Grantor Retained Annuity Trust, (iv) Thomas F. Frist, Jr. 2010 Grantor Retained Annuity Trust, (v) Frist Children's Trust and (vi) Frist Children's Trust II, each of which his wife serves as trustee, and therefore may be deemed to own indirectly the same number of shares of common stock of HCA Holdings, Inc. The Reporting Person is trustee of (i) Thomas F. Frist, Jr. 2009 Grantor Retained Annuity Trust, (ii) Thomas F. Frist GST Tax Exempt Trust, (iii) Patricia Champion Frist 2013 Grantor Retained Annuity Trust and (iv) Patricia Champion Frist 2013 Grantor Retained Annuity Trust No. 3 and may be deemed to be the beneficial owner of the units of Hercules held by these trusts, and therefore may be deemed to own indirectly the same number of shares of common stock of HCA Holdings, Inc. The Reporting Person owns 67,351.6299 units of Hercules and therefore may be deemed to own indirectly the same number of shares of common stock of HCA Holdings, Inc. by virtue of his membership in Hercules. The Reporting Person may also be deemed to have an indirect beneficial ownership in respect of 204,968.4898 units of Hercules, through an indirect pecuniary interest in such units held by his wife, Patricia C. Frist, and therefore may be deemed to own indirectly the same number of shares of common stock of HCA Holdings, Inc. The Reporting Person may be deemed to share voting and dispositive power with respect to 36,629,163.8593 shares of HCA Holdings, Inc. beneficially owned by Frisco, Inc., by virtue of his position as a director of Frisco, Inc. Frisco, Inc. has beneficial ownership of 36,629,163.8593 units of Hercules, and therefore may be deemed to own indirectly the same number of shares of common stock of HCA Holdings, Inc. /s/ Natalie Harrison Cline, Attorney-in-Fact 2015-02-17