SEC FORM 4 SEC Form 4
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*
Miller Marc D

(Last) (First) (Middle)
UNIVERSAL HEALTH SERVICES, INC.
367 SOUTH GULPH ROAD

(Street)
KING OF PRUSSIA PA 19406

(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)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President
3. Date of Earliest Transaction (Month/Day/Year)
12/12/2019
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form 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)
Code V Amount (A) or (D) Price
Class B Common Stock 12/12/2019 M 45,000 A $144.7 186,209 D
Class B Common Stock 12/12/2019 F 40,097 D $144.7 146,112 D
Class B Common Stock 12/12/2019 M 30,000 A $144.7 176,112 D
Class B Common Stock 12/12/2019 F 26,890 D $144.7 149,222 D
Class B Common Stock 12/12/2019 S 8,013 D $144.5144 141,209 D
Class B Common Stock 62,275 I AMK 2014 LLC as held by The Abby Miller King 2019 GRAT
Class B Common Stock 16,748 I AMK 2014 LLC held by The Abby Danielle Miller 2002 Trust
Class B Common Stock 20,977 I AMK 2014 LLC held by the Abby Miller King 2018 GRAT
Class B Common Stock 74,660 I MDM 2014 LLC as held by The Marc Daniel Miller 2018 GRAT
Class B Common Stock 101,333 I MDM 2014 LLC as held by The Marc Daniel Miller 2019 GRAT
Class B Common Stock 24,007 I MDM 2014 LLC held by The Marc Daniel Miller 2002 Trust
Class B Common Stock 20,977 I MS 2014 LLC as held by The Marni Spencer 2018 GRAT
Class B Common Stock 62,275 I MS 2014 LLC as held by The Marni Spencer 2019 GRAT
Class B Common Stock 16,748 I MS 2014 LLC held by The Marni Spencer 2002 Trust
Class B Common Stock 22,815 I The Abby Danielle Miller 2002 Trust
Class B Common Stock 55,763 I The Abby Miller King 2011 Family Trust
Class B Common Stock 44,110 I The Marc Daniel Miller 2002 Trust
Class B Common Stock 59,900 I The Marc Daniel Miller 2011 Family Trust
Class B Common Stock 43,247 I The Marni Spencer 2002 Trust
Class B Common Stock 55,763 I The 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Class A Common Stock (1) 12/12/2019 J(2) 61,500 (3) (4) Class B Common Stock 61,500 $0 99,063 I The Abby Danielle Miller 2002 Trust
Class A Common Stock (1) 12/12/2019 J(2) 61,500 (3) (4) Class B Common Stock 61,500 $0 61,500 I Abby Danielle Miller Subtrust u/ Miller Family 2017 Trust
Class A Common Stock (1) 12/12/2019 J(5) 61,500 (3) (4) Class B Common Stock 61,500 $0 139,195 I The Marc Daniel Miller 2002 Trust
Class A Common Stock (1) 12/12/2019 J(5) 61,500 (3) (4) Class B Common Stock 61,500 $0 61,500 I Marc Daniel Miller Subtrust u/ Miller Family 2017 Trust
Class A Common Stock (1) 12/12/2019 J(6) 61,500 (3) (4) Class B Common Stock 61,500 $0 99,063 I The Marni Spencer 2002 Trust
Class A Common Stock (1) 12/12/2019 J(6) 61,500 (3) (4) Class B Common Stock 61,500 $0 61,500 I Marni Spencer Subtrust u/ Miller Family 2017 Trust
Option To Purchase Class B Common Stock $117.29 12/12/2019 M 45,000 (7) 03/17/2020 Class B Common Stock 45,000 $0 0 D
Option To Purchase Class B Common Stock $118.62 12/12/2019 M 30,000 (8) 03/22/2021 Class B Common Stock 30,000 $0 70,000 D
Class A Common Stock (1) (3) (4) Class B Common Stock 532,194 532,194 I A. Miller Family, LLC
Class A Common Stock (1) (3) (4) Class B Common Stock 20,977 20,977 I AMK 2014 LLC as held by The Abby Miller King 2018 GRAT
Class A Common Stock (1) (3) (4) Class B Common Stock 62,275 62,275 I AMK 2014 LLC as held by the Abby Miller King 2019 GRAT
Class A Common Stock (1) (3) (4) Class B Common Stock 16,748 16,748 I AMK 2014 LLC held by The Abby Danielle Miller 2002 Trust
Class A Common Stock (1) (3) (4) Class B Common Stock 118,900 118,900 I By The Abby Miller King Family 2012 Trust
Class A Common Stock (1) (3) (4) Class B Common Stock 118,900 118,900 I By The Marc Daniel Miller Family 2012 Trust
Class A Common Stock (1) (3) (4) Class B Common Stock 118,900 118,900 I By The Marni Spencer Family 2012 Trust
Class A Common Stock (1) (3) (4) Class B Common Stock 55,996 55,996 I MDM 2014 LLC as held by the Marc Daniel Miller 2018 GRAT
Class A Common Stock (1) (3) (4) Class B Common Stock 75,999 75,999 I MDM 2014 LLC as held by the Marc Daniel Miller 2019 GRAT
Class A Common Stock (1) (3) (4) Class B Common Stock 18,005 18,005 I MDM 2014 LLC held by The Marc Daniel Miller 2002 Trust
Class A Common Stock (1) (3) (4) Class B Common Stock 20,977 20,977 I MS 2014 LLC as held by The Marni Spencer 2018 GRAT
Class A Common Stock (1) (3) (4) Class B Common Stock 62,275 62,275 I MS 2014 LLC as held by The Marni Spencer 2019 GRAT
Class A Common Stock (1) (3) (4) Class B Common Stock 16,748 16,748 I MS 2014 LLC held by 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 12, 2019 61,500 Class A shares were transferred from The Abby Danielle Miller 2002 Trust to Abby Danielle Miller Subtrust created under The Miller Family 2017 Trust. Marc D. Miller disclaims a pecuniary interest in these shares.
3. Immediately.
4. Not Applicable.
5. On December 12, 2019 61,500 Class A shares were transferred from The Marc Daniel Miller 2002 Trust to Marc Daniel Miller Subtrust created under The Miller Family 2017 Trust. Marc D. Miller's children are beneficiaries of the Marc Daniel Miller Subtrust created under The Miller Family 2017 Trust.
6. On December 12, 2019 61,500 Class A shares were transferred from The Marni Spencer 2002 Trust to Marni Spencer Subtrust created under The Miller Family 2017 Trust. Marc D. Miller disclaims a pecuniary interest in these shares.
7. Option vested ratably on each of 3/18/2016, 3/18/2017, 3/18/2018 and 3/18/2019.
8. Option vests ratably on each of 3/23/2017, 3/23/2018, 3/23/2019 and 3/23/2020.
/s/ Marc D. Miller 12/13/2019
** Signature of Reporting Person Date
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