filings.toolsItem 1A. RISK FACTORS
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Item 1A. RISK FACTORS
Reference is made to the factors set forth under the caption “Forward-Looking Statements” in Part I, Item 2 of this quarterly report on
Form 10-Q
and other risk factors described in our annual report on
Form 10-K
for the year ended December 31, 2020, which are incorporated herein by reference. There have not been any material changes to the risk factors previously disclosed in our annual report on
Form 10-K
for the year ended December 31, 2020.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
During February 2021, our Board of Directors authorized $6 billion for repurchases of our outstanding common stock. During the quarter ended September 30, 2021, we repurchased 9,604,350 shares of our common stock at an average price of $242.53 per share through market purchases pursuant to the February 2021 authorization. At September 30, 2021, we had $2.658 billion of repurchase authorization available under the February 2021 authorization.
The following table provides certain information with respect to our repurchases of common stock from July 1, 2021 through September 30, 2021 (dollars in millions, except per share amounts).
| Period | Total Number of Shares Purchased | Average Price Paid per Share | Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs | Approximate Dollar Value of Shares That May Yet Be Purchased Under Publicly Announced Plans or Programs | ||||||||||||
| July 1, 2021 through July 31, 2021 | 3,306,380 | $ | 225.33 | 3,306,380 | $ | 4,242 | ||||||||||
| August 1, 2021 through August 31, 2021 | 3,407,927 | $ | 247.73 | 3,407,927 | $ | 3,398 | ||||||||||
| September 1, 2021 through September 30, 2021 | 2,890,043 | $ | 256.08 | 2,890,043 | $ | 2,658 | ||||||||||
| Total for third quarter 2021 | 9,604,350 | $ | 242.53 | 9,604,350 | $ | 2,658 | ||||||||||
On October 21, 2021, our Board of Directors declared a quarterly dividend of $0.48 per share on our common stock payable on December 29, 2021 to stockholders of record at the close of business on December 14, 2021. Future declarations of quarterly dividends and the establishment of future record and payment dates are subject to the final determination of our Board of Directors. Our ability to declare future dividends may also from time to time be limited by the terms of our debt agreements.
| ITEM 6. | EXHIBITS |
|---|
(a) List of Exhibits:
| 22 | — | List of Subsidiary Guarantors and Pledged Securities. | ||
| 31.1 | — | Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | ||
| 31.2 | — | Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | ||
| 32 | — | Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. | ||
| 101 | — | The following financial information from our quarterly report on Form 10-Q for the quarter ended September 30, 2021 filed with the SEC on November 1, 2021, formatted in Inline Extensible Business Reporting Language: (i) the condensed consolidated balance sheets at September 30, 2021 and December 31, 2020, (ii) the condensed consolidated income statements for the quarters and nine months ended September 30, 2021 and 2020, (iii) the condensed consolidated comprehensive income statements for the quarters and nine months ended September 30, 2021 and 2020, (iv) the condensed consolidated statements of stockholders’ equity (deficit) for the quarters and nine months ended September 30, 2021 and 2020, (v) the condensed consolidated statements of cash flows for the nine months ended September 30, 2021 and 2020 and (vi) the notes to condensed consolidated financial statements. The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. | ||
| 104 | — | The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, formatted in Inline XBRL (included in Exhibit 101). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| HCA Healthcare, Inc. | ||
| By: | / S / W ILLIAM B. R UTHERFORD | |
| William B. Rutherford | ||
| Executive Vice President and Chief Financial Officer |
Date: November 1, 2021
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