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What changed in Universal Health Services's 10-K — 2024 vs 2025

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Paragraph-level year-over-year comparison of Universal Health Services's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+565 added−521 removedSource: 10-K (2026-02-25) vs 10-K (2025-02-26)

Top changes in Universal Health Services's 2025 10-K

565 paragraphs added · 521 removed · 431 edited across 9 sections

Item 1. Business

Business — how the company describes what it does

24 edited+4 added−1 removed91 unchanged
Biggest changeAs of February 26, 2025, we owned and/or operated 359 inpatient facilities and 60 outpatient and other facilities, including the following, located in 39 states, Washington, D.C., the United Kingdom and Puerto Rico: Acute care facilities located in the U.S.: • 28 inpatient acute care hospitals; • 33 free-standing emergency departments, and; • 10 outpatient centers & 1 surgical hospital.
Biggest changeAcute care facilities located in the U.S.: • 29 inpatient acute care hospitals; • 35 free-standing emergency departments, and; • 13 outpatient centers & 1 surgical hospital. Behavioral health care facilities (346 inpatient facilities and 119 outpatient facilities): Located in the U.S.: • 182 inpatient behavioral health care facilities, and; • 110 outpatient behavioral health care facilities.
These activities, which must meet certain requirements, include (but are not limited to) the following: investment interests, space rental, equipment rental, practitioner recruitment, personnel services and management contracts, sale of practice, referral services, warranties, discounts, employees, group purchasing organizations, waiver of beneficiary coinsurance and deductible amounts, managed care arrangements, obstetrical malpractice insurance subsidies, investments in group practices, freestanding surgery centers, donation of technology for electronic health records and referral agreements for specialty services.
These activities, which must meet certain requirements, include (but are not limited to) the following: investment interests, space rental, equipment rental, practitioner recruitment, personnel services and management contracts, sale of practice, referral services, warranties, discounts, employees, group purchasing organizations, waiver of beneficiary coinsurance and deductible 4 amounts, managed care arrangements, obstetrical malpractice insurance subsidies, investments in group practices, freestanding surgery centers, donation of technology for electronic health records and referral agreements for specialty services.
Other factors that affect utilization include 2 general and local economic conditions, market penetration of managed care programs, the degree of outpatient use, the availability of reimbursement programs such as Medicare and Medicaid, and demographic changes such as the growth in local populations. Utilization across the industry also is being affected by improvements in clinical practice, medical technology and pharmacology.
Other factors that affect utilization include general and local economic conditions, market penetration of managed care programs, the degree of outpatient use, the availability of reimbursement programs such as Medicare and Medicaid, and demographic changes such as the growth in local populations. Utilization across the industry also is being affected by improvements in clinical practice, medical technology and pharmacology.
Conversion Legislation: Many states have enacted or are considering enacting laws affecting the conversion or sale of not-for-profit hospitals to for-profit entities. These laws generally require prior approval from the attorney general, advance notification and community involvement. In addition, attorneys general in states without specific conversion legislation may exercise discretionary authority over these transactions.
Conversion Legislation: Many states have enacted or are considering enacting laws affecting the conversion or sale of not-for-profit hospitals to for-profit entities. These laws generally require prior approval from the attorney general, advance notification and community involvement. In addition, attorneys general in states without specific conversion legislation may exercise discretionary 3 authority over these transactions.
In addition to any liabilities that a hospital may incur under EMTALA, an injured patient, the patient’s family or a medical facility that suffers a financial loss as a 6 direct result of another hospital’s violation of the law can bring a civil suit against the hospital unrelated to the rights granted under that statute.
In addition to any liabilities that a hospital may incur under EMTALA, an injured patient, the patient’s family or a medical facility that suffers a financial loss as a direct result of another hospital’s violation of the law can bring a civil suit against the hospital unrelated to the rights granted under that statute.
In 2020, the OIG 4 issued a final rule that established an anti-kickback statute safe harbor for value based models. Although the final regulations provide safe harbors, there may remain regulatory risks for participating hospitals, as well as financial and operational risks.
In 2020, the OIG issued a final rule that established an anti-kickback statute safe harbor for value based models. Although the final regulations provide safe harbors, there may remain regulatory risks for participating hospitals, as well as financial and operational risks.
Although the level of government involvement varies from state to state, the trend is to provide for increased governmental review and, in some cases, approval of a transaction in which a not-for-profit entity sells a health care facility 3 to a for-profit entity.
Although the level of government involvement varies from state to state, the trend is to provide for increased governmental review and, in some cases, approval of a transaction in which a not-for-profit entity sells a health care facility to a for-profit entity.
Generally, we believe that the ability of a hospital to meet the health care needs of its community is determined by its breadth of services, level of technology, emphasis on quality of care and convenience for patients and physicians.
Generally, we believe 2 that the ability of a hospital to meet the health care needs of its community is determined by its breadth of services, level of technology, emphasis on quality of care and convenience for patients and physicians.
In accordance with Section 303A.12(a) of the New York Stock Exchange Listed Company Manual, we submitted our CEO’s certification to the New York Stock Exchange in 2024.
In accordance with Section 303A.12(a) of the New York Stock Exchange Listed Company Manual, we submitted our CEO’s certification to the New York Stock Exchange in 2025.
We do not expect these state corporate practice of medicine proscriptions to significantly affect our operations. Many states have laws and regulations which prohibit payments for referral of patients and fee-splitting with physicians. We do not make any such payments or have any such arrangements.
We do not expect these state corporate practice of medicine proscriptions to significantly affect our operations. Many states have laws and regulations which prohibit payments for referral of patients and fee-splitting with physicians.
Our behavioral health care facilities located in the U.K. generated net revenues of approximately $880 million in 2024 and $761 million in 2023. Total assets at our U.K. behavioral health care facilities were approximately $1.358 billion as of December 31, 2024 and $1.327 billion as of December 31, 2023.
Our behavioral health care facilities located in the U.K. generated net revenues of approximately $1.001 billion in 2025 and $880 million in 2024. Total assets at our U.K. behavioral health care facilities were approximately $1.531 billion as of December 31, 2025 and $1.358 billion as of December 31, 2024.
Net revenues from our acute care hospitals, outpatient facilities and commercial health insurer accounted for 56% of our consolidated net revenues during 2024 and 57% during 2023. Net revenues from our behavioral health care facilities and commercial health insurer accounted for 44% of our consolidated net revenues during 2024 and 43% during 2023.
Net revenues from our acute care hospitals, outpatient facilities and commercial health insurer accounted for approximately 57% of our consolidated net revenues during each of 2025 and 2024. Net revenues from our behavioral health care facilities and commercial health insurer accounted for approximately 43% of our consolidated net revenues during each of 2025 and 2024.
FERA also clarifies that a false claim violation occurs upon the knowing retention, as well as the receipt, of overpayments. In addition, recent changes to the anti-kickback statute have made violations of that law punishable under the civil False Claims Act.
FERA also clarifies that a false claim violation occurs upon the knowing retention, as well as the receipt, of overpayments. In addition, anti-kickback statute violations may be punishable under the civil False Claims Act.
We believe that we have been in substantial compliance with HIPAA and HITECH requirements to date. HIPAA regulations may result in greater compliance requirements for healthcare providers, including obligations to report breaches of unsecured patient data, as well as potential liabilities resulting from the actions of parties acting as business associates on our behalf.
HIPAA regulations may result in greater compliance requirements for healthcare providers, including obligations to report breaches of unsecured patient data, as well as potential liabilities resulting from the actions of parties acting as business associates on our behalf.
Behavioral health care facilities (331 inpatient facilities and 16 outpatient facilities): Located in the U.S.: • 181 inpatient behavioral health care facilities, and; • 14 outpatient behavioral health care facilities. Located in the U.K.: • 147 inpatient behavioral health care facilities, and; • 2 outpatient behavioral health care facilities. Located in Puerto Rico: • 3 inpatient behavioral health care facilities.
Located in the U.K.: • 161 inpatient behavioral health care facilities, and; • 2 outpatient behavioral health care facilities. Located in Puerto Rico: • 3 inpatient behavioral health care facilities; • 7 outpatient behavioral health care facilities.
There are civil penalties for prohibited conduct, including, but not limited to billing for medically unnecessary products or services. 5 HIPAA Administrative Simplification and Privacy Requirements: The administrative simplification provisions of HIPAA, as amended by the Health Information Technology for Economic and Clinical Health Act (“HITECH”), require the use of uniform electronic data transmission standards for health care claims and payment transactions submitted or received electronically.
HIPAA Administrative Simplification and Privacy Requirements: The administrative simplification provisions of HIPAA, as amended by the Health Information Technology for Economic and Clinical Health Act (“HITECH”), require the use of uniform electronic data transmission standards for health care claims and payment transactions submitted or received electronically. These provisions are intended to encourage electronic commerce in the health care industry.
EMTALA: All of our hospitals are subject to the Emergency Medical Treatment and Active Labor Act (“EMTALA”).
We do not make any such payments or have any such arrangements. 6 EMTALA: All of our hospitals are subject to the Emergency Medical Treatment and Active Labor Act (“EMTALA”).
Additionally, contained in Exhibits 31.1 and 31.2 of this Annual Report on Form 10-K, are our CEO’s and CFO’s certifications regarding the quality of our public disclosures under Section 302 of the Sarbanes-Oxley Act of 2002. 1 Our Mission Our company mission is: To provide superior quality healthcare services that PATIENTS recommend to families and friends, PHYSICIANS prefer for their patients, PURCHASERS select for their clients, EMPLOYEES are proud of, and INVESTORS seek for long-term returns.
Additionally, contained in Exhibits 31.1 and 31.2 of this Annual Report on 1 Form 10-K, are our CEO’s and CFO’s certifications regarding the quality of our public disclosures under Section 302 of the Sarbanes-Oxley Act of 2002.
The privacy and security regulations address the use and disclosure of individual health care information and the rights of patients to understand and control how such information is used and disclosed. Violations of HIPAA can result in both criminal and civil fines and penalties.
HIPAA also established federal rules protecting the privacy and security of personal health information, including recently proposed updates to HIPAA security rule requirements. The privacy and security regulations address the use and disclosure of individual health care information and the rights of patients to understand and control how such information is used and disclosed.
HITECH has since strengthened certain HIPAA rules regarding the use and disclosure of protected health information, extended certain HIPAA provisions to business associates, and created new security breach notification requirements. HITECH has also extended the ability to impose civil money penalties on providers not knowing that a HIPAA violation has occurred.
The HIPAA security regulations require health care providers to implement administrative, physical and technical safeguards to protect the confidentiality, integrity and availability of patient information. HITECH has since strengthened certain HIPAA rules regarding the use and disclosure of protected health information, extended certain HIPAA provisions to business associates, and created new security breach notification requirements.
We believe that we are in material compliance with the privacy regulations of HIPAA, as we continue to develop training and revise procedures to address ongoing compliance. The HIPAA security regulations require health care providers to implement administrative, physical and technical safeguards to protect the confidentiality, integrity and availability of patient information.
Violations of HIPAA can result in both criminal and civil fines and penalties. We believe that we are in material compliance with the privacy regulations of HIPAA, as we continue to develop training and revise procedures to address ongoing compliance.
We believe that our disposal of such wastes is in material compliance with all state and federal laws.
We believe that our disposal of such wastes is in material compliance with all state and federal laws. In connection with recently enacted California Senate Bills 261 and 253, we are strengthening our climate‑related risk assessment processes and enhancing our greenhouse gas emissions reporting capabilities.
ITEM 1. B usiness Our principal business is owning and operating, through our subsidiaries, acute care hospitals and outpatient facilities and behavioral health care facilities.
ITEM 1. B usiness Our principal business is owning and operating, through our subsidiaries, acute care hospitals and outpatient facilities and behavioral health care facilities. As of February 25, 2026, we owned and/or operated 375 inpatient facilities and 168 outpatient and other facilities located in 40 states, Washington, D.C., the United Kingdom and Puerto Rico.
HIPAA also introduced enforcement mechanisms to prevent fraud and abuse in Medicare.
HIPAA also introduced enforcement mechanisms to prevent 5 fraud and abuse in Medicare. There are civil penalties for prohibited conduct, including, but not limited to billing for medically unnecessary products or services.
Removed
These provisions are intended to encourage electronic commerce in the health care industry. HIPAA also established federal rules protecting the privacy and security of personal health information, including recently proposed updates to HIPAA security rule requirements.
Added
We have changed the method of our outpatient behavioral health care facility counts during the third quarter of 2025 and substantially all of the increase from prior periods is related to that change in convention.
Added
Our Mission Our company mission is: To provide superior quality healthcare services that PATIENTS recommend to families and friends, PHYSICIANS prefer for their patients, PURCHASERS select for their clients, EMPLOYEES are proud of, and INVESTORS seek for long-term returns.
Added
HITECH has also extended the ability to impose civil money penalties on providers not knowing that a HIPAA violation has occurred. We believe that we have been in substantial compliance with HIPAA and HITECH requirements to date.
Added
We are developing robust emissions data‑collection system and internal controls to identify and disclose climate‑related financial risks in alignment with recognized reporting frameworks, and we are implementing methodologies to measure, verify, and report Scope 1 and Scope 2 emissions in accordance with statutory timelines.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

229 edited+84 added−66 removed229 unchanged
Biggest changeNet cash used in financing activities Net cash used in financing activities was $1.145 billion during 2024 and $494 million during 2023. 2024: The $1.145 billion of net cash used in financing activities during 2024 consisted of the following: • spent $2.640 billion on net repayments of debt as follows: (i) $2.259 billion related to our previous tranche A term loan facility which was extinguished in September, 2024, and replaced with a new $1.2 billion tranche A term loan facility; (ii) $366 million related to our revolving credit facility, and; (iii) $15 million related to other debt facilities; • generated $2.210 billion of proceeds from additional borrowings as follows: (i) $1.200 billion related to our new tranche A term loan facility, as mentioned above; (ii) generated approximately $500 million of net proceeds (before expenses) related to the public offering, in September, 2024, of 4.625% senior secured notes due in 2029; (iii) generated approximately $498 million of net proceeds (before expenses) related to the public offering, in September, 2024, of 5.050% senior secured notes due in 2034, and; (iv) $12 million of proceeds related to other debt facilities; • spent $671 million to repurchase shares of our Class B Common Stock in connection with: (i) open market purchases pursuant to our stock repurchase program ($599 million), and; (ii) income tax withholding obligations related to stock-based compensation programs ($72 million); • spent $53 million to pay quarterly cash dividends of $.20 per share; • generated $15 million from the issuance of shares of our Class B Common Stock pursuant to the terms of employee stock purchase plans; • received $13 million from the sale of ownership interests to minority members; • spent $13 million to pay financing costs, and; • spent $7 million to pay profit distributions related to noncontrolling interests in majority owned businesses. 2023: The $494 million of net cash used in financing activities during 2023 consisted of the following: • generated $185 million of proceeds from additional borrowings pursuant to our revolving credit facility; • spent $547 million to repurchase shares of our Class B Common Stock in connection with: (i) open market purchases pursuant to our stock repurchase program ($524 million), and; (ii) income tax withholding obligations related to stock-based compensation programs ($23 million); • spent $85 million on net repayment of debt as follows: (i) $79 million related to our tranche A term loan facility, and; (ii) $6 million related to other debt facilities; 69 • spent $55 million to pay quarterly cash dividends of $.20 per share; • generated $14 million from the issuance of shares of our Class B Common Stock pursuant to the terms of employee stock purchase plans; • spent $7 million to pay profit distributions related to noncontrolling interests in majority owned businesses, and; • received $3 million for the purchase of minority ownership interests in majority owned businesses. 2025 Expected Capital Expenditures: During 2025, we expect to spend approximately $850 million to $1.000 billion on capital expenditures which includes expenditures for capital equipment, construction of new facilities, and renovations and expansions at existing hospitals.
Biggest changeNet cash used in investing activities Net cash used in investing activities was $1.071 billion during 2025 and $911 million during 2024. 2025: The $1.071 billion of net cash used in investing activities during 2025 consisted of: • $1.015 billion spent on capital expenditures including capital expenditures for equipment, renovations and new projects at various existing facilities; • $63 million received in connection with the sale of certain equity securities; • $52 million paid in connection with net cash outflows from forward exchange contracts that hedge our investment in the U.K. against movements in exchange rates; • $48 million spent on the acquisition of businesses and property, and; • $25 million spent in connection with the purchase and development of an enterprise resource planning application; • $16 million of proceeds received from sales of assets and businesses, and; • $10 million spent in connection with our minority ownership interest in a healthcare generative artificial intelligence company. 2024: The $911 million of net cash used in investing activities during 2024 consisted of: • $944 million spent on capital expenditures including capital expenditures for equipment, renovations and new projects at various existing facilities; • $39 million of proceeds received from sales of assets and businesses; • $19 million spent on the acquisition of businesses and property, and; • $13 million received in connection with net cash inflows from forward exchange contracts that hedge our investment in the U.K. against movements in exchange rates; 71 Net cash used in financing activities Net cash used in financing activities was $750 million during 2025 and $1.145 billion during 2024. 2025: The $750 million of net cash used in financing activities during 2025 consisted of the following: • spent $968 million to repurchase shares of our Class B Common Stock in connection with: (i) open market purchases pursuant to our stock repurchase program ($899 million), and; (ii) income tax withholding obligations related to stock-based compensation programs ($69 million); • generated $286 million of proceeds from additional borrowings as follows: (i) $278 million pursuant to our revolving credit facility, and; (ii) $8 million of proceeds related to other debt facilities; • spent $44 million on net repayments of debt as follows: (i) $30 million related to our tranche A term loan facility, and; (ii) $14 million related to other debt facilities; • generated $17 million from the issuance of shares of our Class B Common Stock pursuant to the terms of employee stock purchase plans; • spent $51 million to pay quarterly cash dividends of $.20 per share; • received $23 million, net of purchases, from the sale of ownership interests to minority members, and; • spent $12 million to pay profit distributions related to noncontrolling interests in majority owned businesses. 2024: The $1.145 billion of net cash used in financing activities during 2024 consisted of the following: • spent $2.640 billion on net repayments of debt as follows: (i) $2.259 billion related to our previous tranche A term loan facility which was extinguished in September, 2024, and replaced with a new $1.2 billion tranche A term loan facility; (ii) $366 million related to our revolving credit facility, and; (iii) $15 million related to other debt facilities; • generated $2.210 billion of proceeds from additional borrowings as follows: (i) $1.200 billion related to our new tranche A term loan facility, as mentioned above; (ii) generated approximately $500 million of net proceeds (before expenses) related to the public offering, in September, 2024, of 4.625% senior secured notes due in 2029; (iii) generated approximately $498 million of net proceeds (before expenses) related to the public offering, in September, 2024, of 5.050% senior secured notes due in 2034, and; (iv) $12 million of proceeds related to other debt facilities; • spent $671 million to repurchase shares of our Class B Common Stock in connection with: (i) open market purchases pursuant to our stock repurchase program ($599 million), and; (ii) income tax withholding obligations related to stock-based compensation programs ($72 million); • spent $53 million to pay quarterly cash dividends of $.20 per share; • generated $15 million from the issuance of shares of our Class B Common Stock pursuant to the terms of employee stock purchase plans; • received $13 million from the sale of ownership interests to minority members; • spent $13 million to pay financing costs, and; • spent $7 million to pay profit distributions related to noncontrolling interests in majority owned businesses. 2026 Expected Capital Expenditures: During 2026, we expect to spend approximately $950 million to $1.1 billion on capital expenditures which includes expenditures for capital equipment, construction of new facilities, and renovations and expansions at existing hospitals.
In the past, staffing shortages have, at times, required us to hire expensive temporary personnel and/or enhance wages and benefits to recruit and retain nurses and other clinical staff and support personnel.
In the past, staffing shortages have, at times, required us to hire expensive temporary personnel and/or enhance wages and benefits to recruit and retain nurses and other clinical staff and support personnel.
The extent of any future impacts from inflation on our business and our results of operations will be dependent upon how long the elevated inflation levels persist and the extent to which the rate of inflation further increases, if at all, neither of which we are able to predict.
The extent of any future impacts from inflation on our business and our results of operations will be dependent upon how long the elevated inflation levels persist and the extent to which the rate of inflation further increases, if at all, neither of which we are able to predict.
If elevated levels of inflation were to persist or if the rate of inflation were to accelerate, our expenses could increase faster than anticipated and we may utilize our capital resources sooner than expected.
If elevated levels of inflation were to persist or if the rate of inflation were to accelerate, our expenses could increase faster than anticipated and we may utilize our capital resources sooner than expected.
In general, Medicaid SDP payments under 42 CFR § 438.6(c) are subject to annual CMS approval via the submission of a preprint application by a state agency which provides details of the SDP payment methodology and conformity with the applicable federal regulations.
In general, Medicaid SDP payments under 42 CFR § 438.6(c) are subject to annual CMS approval via the submission of a preprint application by a state agency which provides details of the SDP payment methodology and conformity with applicable federal regulations.
Interest on the 2029 Notes is payable on April 15th and October 15th, commencing April 15, 2025 until the maturity date of October 15, 2029. • $800 million aggregate principal amount of 2.65% senior secured notes due in October, 2030 ("2030 Notes") which were issued on September 21, 2020.
Interest on the 2029 Notes is payable on April 15th and October 15th, commencing April 15, 2025 until the maturity date of October 15, 2029. • $800 million of aggregate principal amount of 2.65% senior secured notes due in October, 2030 ("2030 Notes") which were issued on September 21, 2020.
However, the liens on the collateral securing All the Notes and the Guarantees will be released if: (i) All the Notes have investment grade ratings; (ii) no default has occurred and is continuing, and; (iii) the liens on the collateral securing all first lien obligations (including the Credit Agreement and All the Notes) and any junior lien obligations are released or the collateral under the Credit Agreement, any other first lien obligations and any junior lien obligations is released or no longer required to be pledged.
However, the liens on the collateral securing All the Notes and the Guarantees will be released if: (i) All the Notes have investment grade ratings; (ii) no default has occurred and is continuing, and; (iii) the liens on the collateral securing all first lien obligations (including the Credit Agreement and All the Notes) and any junior lien obligations are released or the collateral under the Credit Agreement, any other first lien obligations and any junior lien obligations is released or no longer required to be pledged.
The liens on any collateral securing All the Notes and the Guarantees will also be released if the liens on that collateral securing the Credit Agreement, other first lien obligations and any junior lien obligations are released.
The liens on any collateral securing All the Notes and the Guarantees will also be released if the liens on that collateral securing the Credit Agreement, other first lien obligations and any junior lien obligations are released.
The SDP provisions included in the Managed Care Rule: • Requires that provider payment levels for state directed payments for inpatient and outpatient hospital services, nursing facility services, and the professional services at an academic medical center not exceed the average commercial rate; • Prohibits the use of post-payment reconciliation processes for state directed payments that are based on fee schedules; • Makes explicit in regulation the existing requirement that state directed payments must comply with all federal laws concerning funding sources of the non-federal share, and; • Requires that states ensure each provider receiving a state directed payment attest that it does not participate in any arrangement that holds taxpayers harmless for the cost of a tax.
The SDP provisions included in the Managed Care Rule: • Requires that provider payment levels for state directed payments for inpatient and outpatient hospital services, nursing facility services, and the professional services at an academic medical center not exceed the average commercial rate; • Prohibits the use of post-payment reconciliation processes for state directed payments that are based on fee schedules; 66 • Makes explicit in regulation the existing requirement that state directed payments must comply with all federal laws concerning funding sources of the non-federal share, and; • Requires that states ensure each provider receiving a state directed payment attest that it does not participate in any arrangement that holds taxpayers harmless for the cost of a tax.
Further, given the complexities of the reimbursement landscape in which we operate, our ability to pass on increased costs associated with providing healthcare to Medicare and Medicaid patients is limited due to various federal, state and local laws, which in certain circumstances, limit our ability to increase prices; • in our acute care segment, we have experienced a significant increase in hospital based physician related expenses, especially in the areas of emergency room care and anesthesiology.
Further, given the complexities of the reimbursement landscape in which we operate, our ability to pass on increased costs associated with providing healthcare to Medicare and Medicaid patients is limited due to various federal, state and local laws, which in certain circumstances, limit our ability to increase prices; • in our acute care segment, we have experienced a significant increase in hospital based physician related expenses, especially in the areas of emergency room care, anesthesiology and radiology.
For state fiscal years beginning with SFY 2025, behavioral health hospitals and rural hospitals will not be included in the pay-for-performance program, and; 58 • The funds for payment of the APHRIQA component will be transitioned from the existing uniform rate increase components of the Uniform Hospital Rate Increase Percentage and the Average Commercial Incentive Award and will be paid using a scorecard that directs managed care organizations to pay providers for performance achievements on quality outcome measures.
For state fiscal years beginning with SFY 2025, behavioral health hospitals and rural hospitals will not be included in the pay-for-performance program, and; • The funds for payment of the APHRIQA component will be transitioned from the existing uniform rate increase components of the Uniform Hospital Rate Increase Percentage and the Average Commercial Incentive Award and will be paid using a scorecard that directs managed care organizations to pay providers for performance achievements on quality outcome measures.
Our Same Facility results also neutralize (if applicable) the effect of items that are non-operational in nature including items such as, but not limited to, gains/losses on sales of assets and businesses, impacts of settlements, legal judgments and lawsuits, impairments of long-lived and intangible assets and other amounts that may be reflected in the current or prior year financial statements that relate to prior periods.
Our Same Facility results also neutralize (if applicable) the effect of items that are non-operational in nature including items such as, but 51 not limited to, gains/losses on sales of assets and businesses, impacts of settlements, legal judgments and lawsuits, impairments of long-lived and intangible assets and other amounts that may be reflected in the current or prior year financial statements that relate to prior periods.
Nevertheless, until final adjustments are 66 made, certain issues remain unresolved and previously determined allowances could become either inadequate or more than ultimately required. Finally, we expect continued third-party efforts to aggressively manage reimbursement levels and cost controls. Reductions in reimbursement amounts received from third-party payers could have a material adverse effect on our financial position and our results.
Nevertheless, until final adjustments are made, certain issues remain unresolved and previously determined allowances could become either inadequate or more than ultimately required. Finally, we expect continued third-party efforts to aggressively manage reimbursement levels and cost controls. Reductions in reimbursement amounts received from third-party payers could have a material adverse effect on our financial position and our results.
We have agreements with third-party payers that provide for payments to us at amounts different from our established rates. Payment arrangements include rates per discharge, reimbursed costs, discounted charges and per diem payments. Estimates of contractual allowances under managed care plans, which represent explicit price concessions, are based upon the payment terms specified in the related contractual agreements.
We have agreements with third-party payers that provide for payments to us at amounts different from our established rates. Payment arrangements include rates per discharge, reimbursed costs, discounted charges and per diem payments. Estimates of contractual allowances under managed care plans, which represent explicit 44 price concessions, are based upon the payment terms specified in the related contractual agreements.
While Congress had previously revised the intent requirement of the Anti-Kickback Statute to provide that a person is not required to “have actual knowledge or specific intent to 53 commit a violation of” the Anti-Kickback Statute in order to be found in violation of such law, the Legislation also provides that any claims for items or services that violate the Anti-Kickback Statute are also considered false claims for purposes of the federal civil False Claims Act.
While Congress had previously revised the intent requirement of the Anti-Kickback Statute to provide that a person is not required to “have actual knowledge or specific intent to commit a violation of” the Anti-Kickback Statute in order to be found in violation of such law, the Legislation also provides that any claims for items or services that violate the Anti-Kickback Statute are also considered false claims for purposes of the federal civil False Claims Act.
The amount of such exclusions, deductibles and co-insurance has generally been increasing each year. Indications from recent federal and state legislation are that this trend will continue. Collection of amounts due from individuals is typically more difficult than from governmental or business payers which unfavorably impacts the collectability of our patient accounts.
The amount of such exclusions, deductibles and co-insurance has generally been increasing each year. Indications from recent federal and state legislation are that this trend will 53 continue. Collection of amounts due from individuals is typically more difficult than from governmental or business payers which unfavorably impacts the collectability of our patient accounts.
Accordingly, many states in which we operate have not expanded Medicaid coverage to individuals at 133% of the federal poverty level. Facilities in states not opting to expand Medicaid coverage under the Legislation may be additionally penalized by corresponding reductions to Medicaid disproportionate share hospital payments beginning in fiscal year 2024, as discussed below.
Accordingly, many states in which we operate have not expanded Medicaid coverage to 58 individuals at 133% of the federal poverty level. Facilities in states not opting to expand Medicaid coverage under the Legislation may be additionally penalized by corresponding reductions to Medicaid disproportionate share hospital payments beginning in fiscal year 2024, as discussed below.
These value-based purchasing programs include both public reporting of quality data and preventable adverse events tied to the quality and efficiency of care provided by facilities. Governmental programs including Medicare and Medicaid currently require hospitals to report certain quality 65 data to receive full reimbursement updates. In addition, Medicare does not reimburse for care related to certain preventable adverse events.
These value-based purchasing programs include both public reporting of quality data and preventable adverse events tied to the quality and efficiency of care provided by facilities. Governmental programs including Medicare and Medicaid currently require hospitals to report certain quality data to receive full reimbursement updates. In addition, Medicare does not reimburse for care related to certain preventable adverse events.
In addition to legislative changes, the Legislation can be significantly impacted by executive branch actions. The Biden administration had issued executive orders implementing a special enrollment period permitting individuals to enroll in health plans outside of the annual open enrollment period and reexamining policies that may undermine the ACA or the Medicaid program.
In addition to legislative changes, the ACA can be significantly impacted by executive branch actions. The Biden administration had issued executive orders implementing a special enrollment period permitting individuals to enroll in health plans outside of the annual open enrollment period and reexamining policies that may undermine the ACA or the Medicaid program.
Typically, we receive lower payments per patient from managed care payers than we do from traditional indemnity insurers, however, during the past few years we have secured price increases from many of our commercial payers including managed care companies. Commercial Insurance: Our hospitals also provide services to individuals covered by private health care insurance.
Typically, we receive lower payments per patient from managed care payers than we do from traditional indemnity insurers, however, during the past few years we have secured price increases from many of our commercial payers including managed care companies. 67 Commercial Insurance: Our hospitals also provide services to individuals covered by private health care insurance.
In addition, if we incur any additional indebtedness secured by liens that rank equally with All the Notes, subject to collateral arrangements, the holders of that debt will be entitled to share 72 ratably with holders of All the Notes in any proceeds distributed in connection with any insolvency, liquidation, reorganization, dissolution or other winding up of our company.
In addition, if we incur any additional indebtedness secured by liens that rank equally with All the Notes, subject to collateral arrangements, the holders of that debt will be entitled to share ratably with holders of All the Notes in any proceeds distributed in connection with any insolvency, liquidation, reorganization, dissolution or other winding up of our company.
Nevada State Plan Amendment ("SPA") CMS initially approved an SPA in Nevada in August, 2014 and this SPA has been approved for additional state fiscal years, including the 2024 fiscal year covering the period of July 1, 2023 through June 30, 2024. CMS approval for the 2025 fiscal year, which is still pending, is expected to occur.
Nevada State Plan Amendment ("SPA") CMS initially approved an SPA in Nevada in August, 2014 and this SPA has been approved for additional state fiscal years, including the 2024 fiscal year covering the period of July 1, 2023 through June 30, 2024. CMS approval for the 2025 and 2026 fiscal years, which is still pending, is expected to occur.
The rules have limited the ability of our hospital-based physicians to receive payments for services at usually higher out-of-network rates in certain circumstances, and, as a result, have caused us to increase subsidies to these physicians or to replace their services at a higher cost level; • in June 2024, the U.S.
The rules have limited the ability of our hospital-based physicians to receive payments for services at usually higher out-of-network rates in certain circumstances, and, as a result, have caused us to increase subsidies to these physicians or to replace their services at a higher cost; • in June 2024, the U.S.
To obtain a complete understanding of our financial performance, the Same Facility results should be examined in connection with our net income as determined in accordance with U.S. GAAP and as presented in the consolidated financial statements and notes thereto as contained in this Annual Report on Form 10-K.
To obtain a complete understanding of our financial performance, the Same Facility results should be examined in connection with our net income as determined in accordance with U.S. GAAP and as presented in the condensed consolidated financial statements and notes thereto as contained in this Annual Report on Form 10-K.
Various Other State Programs: We receive substantial reimbursement from multiple states in connection with various supplemental Medicaid payment programs. The states include, but are not limited to, the state programs listed below from which we receive significant reimbursements. Kentucky Hospital Rate Increase Program (“HRIP”) 59 In early 2021, CMS approved the Kentucky Medicaid Managed Care Hospital Rate Increase Program.
Various Other State Programs: We receive substantial reimbursement from multiple states in connection with various supplemental Medicaid payment programs. The states include, but are not limited to, the state programs listed below from which we receive significant reimbursements. Kentucky Hospital Rate Increase Program (“HRIP”) In early 2021, CMS approved the Kentucky Medicaid Managed Care Hospital Rate Increase Program.
In December, 2024, CMS changed the standard for identification of an overpayment and now requires the report and return of an overpayment if a provider or supplier has actual knowledge of the existence of an overpayment or acts in reckless disregard or deliberate ignorance of an overpayment. The Legislation also expanded the Recovery Audit Contractor program to Medicaid.
In December, 2024, CMS changed the standard for identification of an overpayment and now requires the report and return of an overpayment if a provider or supplier has actual knowledge of the existence of an overpayment or acts in reckless disregard or deliberate ignorance of an overpayment. The Legislation also expanded the Recovery Audit Contractor program 54 to Medicaid.
As part of the FFY 2023 final rule discussed above, and as a result of the on-going COVID-19 pandemic, CMS suppressed all nine measures in the HAC Reduction Program for the FY 2023 program year and eliminated the HAC reduction program’s one percent payment penalty.
As part of the 68 FFY 2023 final rule discussed above, and as a result of the on-going COVID-19 pandemic, CMS suppressed all nine measures in the HAC Reduction Program for the FY 2023 program year and eliminated the HAC reduction program’s one percent payment penalty.
Although our Credit Agreement contains restrictions on the incurrence of additional indebtedness and our Credit Agreement and All the Notes contain restrictions on our ability to incur liens to secure additional indebtedness, these restrictions are subject to a number of qualifications and exceptions, and the additional indebtedness incurred in compliance with these restrictions could be substantial.
Although our Credit Agreement contains restrictions on the incurrence of additional indebtedness and our Credit Agreement and All the Notes contain restrictions on 74 our ability to incur liens to secure additional indebtedness, these restrictions are subject to a number of qualifications and exceptions, and the additional indebtedness incurred in compliance with these restrictions could be substantial.
On 56 November 2, 2021, CMS released a final rule increasing the monetary penalty that CMS can impose on hospitals that fail to comply with the price transparency requirements. We believe that our hospitals are in full compliance with the applicable federal regulations.
On November 2, 2021, CMS released a final rule increasing the monetary penalty that CMS can impose on hospitals that fail to comply with the price transparency requirements. We believe that our hospitals are in full compliance with the applicable federal regulations.
We cannot predict whether Congress will restructure the implemented Medicare payment reductions or what other federal budget deficit reduction initiatives may be proposed by Congress going forward; • uninsured and self-pay patients treated at our acute care facilities unfavorably impact our ability to satisfactorily and timely collect our self-pay patient accounts; • changes in our business strategies or development plans; • we have exposure to fluctuations in foreign currency exchange rates, primarily the pound sterling.
We cannot predict whether Congress will restructure the implemented Medicare payment reductions or what other federal budget deficit reduction initiatives may be proposed by Congress going forward; • uninsured and self-pay patients treated at our facilities unfavorably impact our ability to satisfactorily and timely collect our self-pay patient accounts; • changes in our business strategies or development plans; • we have exposure to fluctuations in foreign currency exchange rates, primarily the pound sterling.
CHIRP (including QIF) On August 1, 2022, CMS approved the Comprehensive Hospital Increase Reimbursement Program ("CHIRP"), with a pool of $5.2 billion, for the rate period effective September 1, 2022 to August 31, 2023.
CHIRP (including QIF) 59 On August 1, 2022, CMS approved the Comprehensive Hospital Increase Reimbursement Program ("CHIRP"), with a pool of $5.2 billion, for the rate period effective September 1, 2022 to August 31, 2023.
The patient-level adjustments include Medicare Severity Diagnosis Related Groups (MS–DRGs) assignment of the patient’s principal diagnosis, selected comorbidities, patient age, and the variable per diem adjustments; 55 • Implement these revisions in a budget-neutral manner (that is, estimated payments to IPFs for FFY 2025 would be the same with or without the final revisions), and; • Clarified the criteria regarding all-inclusive cost reporting.
The patient-level adjustments include Medicare Severity Diagnosis Related Groups (MS–DRGs) assignment of the patient’s principal diagnosis, selected comorbidities, patient age, and the variable per diem adjustments; • Implement these revisions in a budget-neutral manner (that is, estimated payments to IPFs for FFY 2025 would be the same with or without the final revisions), and; 56 • Clarified the criteria regarding all-inclusive cost reporting.
These amounts include: (i) our behavioral health care results on a same facility basis, as indicated above; (ii) the impact of provider tax assessments which increased net revenues and other operating expenses but had no impact on income before income taxes, and; (iii) certain other amounts, if applicable, including the results of facilities acquired or opened during the past year as well as the results of facilities that were opened or closed during the past year.
These amounts include: (i) our behavioral health care results on a Same Facility basis, as indicated above; (ii) the impact of provider tax assessments which increased net revenues and other operating expenses but had no impact on income before income taxes, and; (iii) certain other amounts, as applicable, including the results of facilities that were acquired, opened or closed during the past year.
We receive annual Medicaid revenues of approximately $100 million, or greater, from each of Texas, Nevada, California, Illinois, Pennsylvania, Washington, D.C., Kentucky, Florida, Virginia, Massachusetts and Mississippi. Most of these programs are approved on a year-to-year basis and there is no assurance that these revenues will continue at their current rates or at all.
We receive annual Medicaid revenues of approximately $100 million, or greater, from each of Texas, California, Nevada, Washington, D.C., Illinois, Pennsylvania, Kentucky, Florida, Tennessee, Virginia, Massachusetts, Michigan, Mississippi and Washington. Most of these programs are approved on a year-to-year basis and there is no assurance that these revenues will continue at their current rates or at all.
This clarification requires our behavioral health care hospitals, which are currently utilizing an all-inclusive charging practice, to modify both their billing practices and information technology applications by June 1, 2025 to ensure compliance with future regulations. We intend to be in compliance with this CMS billing requirement.
This clarification requires our behavioral health care hospitals, which are currently utilizing an all-inclusive charging practice, to modify both their billing practices and information technology applications by June 1, 2025 to ensure compliance with future regulations. We are in compliance with this CMS billing requirement.
(e) Reflects our future minimum operating lease payment obligations related to our operating lease agreements outstanding as of December 31, 2024 as discussed in Note 7 to the Consolidated Financial Statements . Some of the lease agreements provide us with the option to renew the lease and our future lease obligations would change if we exercised these renewal options.
(e) Reflects our future minimum operating lease payment obligations related to our operating lease agreements outstanding as of December 31, 2025 as discussed in Note 7 to the Consolidated Financial Statements . Some of the lease agreements provide us with the option to renew the lease and our future lease obligations would change if we exercised these renewal options.
When statutorily mandated budget neutrality factors, annual geographic wage index updates, documenting and coding adjustments, and adjustments mandated by the Legislation are considered, without consideration for the required Medicare DSH payments changes and increase to the Medicare Outlier threshold, the overall increase in IPPS payments is 54 approximately 1.8%.
When statutorily mandated budget neutrality factors, annual geographic wage index updates, 55 documenting and coding adjustments, and adjustments mandated by the Legislation are considered, without consideration for the required Medicare DSH payments changes and increase to the Medicare Outlier threshold, the overall increase in IPPS payments is approximately 1.8%.
Our Same Facility basis results reflected on the tables below also exclude from net revenues and other operating expenses, provider tax assessments incurred in each period as discussed below Sources of Revenue-Summary of Various State Medicaid Supplemental Payment Programs.
Our Same Facility basis results reflected on the table below also exclude from net revenues and other operating expenses, provider tax assessments incurred in each period as discussed below Sources of Revenue-Summary of Various State Medicaid Supplemental Payment Programs.
We exclude the $487 million for professional and general liability claims from the contractual obligations table because there are no significant contractual obligations associated with these liabilities and because of the uncertainty of the dollar amounts to be ultimately paid as well as the timing of such payments.
We exclude the $449 million for professional and general liability claims from the contractual obligations table because there are no significant contractual obligations associated with these liabilities and because of the uncertainty of the dollar amounts to be ultimately paid as well as the timing of such payments.
In December, 2022, the OHCA delayed the implementation date of the Medicaid managed care change and related DPP until April 1, 2024. In September, 2023, CMS approved the DPP program for the 15-momth period effective as of April 1, 2024 through June 30, 2025.
In December, 2022, the OHCA delayed the implementation date of the Medicaid managed care change and related DPP until April 1, 2024. In September, 2023, CMS approved the DPP program for the 15-month period effective as of April 1, 2024 through June 30, 2025.
For example, Congress has reduced to $0 the penalty for failing to maintain health coverage that was part of the original Patient Protection and Affordable Care Act, as amended by the Health and Education Reconciliation Act (collectively, the "Legislation") as part of the Tax Cuts and Jobs Act.
For example, Congress has reduced to $0 the penalty for failing to maintain health coverage that was part of the original Patient Protection and Affordable Care Act, as amended by the Health and Education Reconciliation Act (collectively, the “ACA") as part of the Tax Cuts and Jobs Act.
Recent Accounting Pronouncements: For a summary of recent accounting pronouncements, please see Note 1 to the Consolidated Financial Statements-Business and Summary of Significant Accounting Standards as included in this Report on Form 10-K for the year ended December 31, 2024.
Recent Accounting Pronouncements: For a summary of recent accounting pronouncements, please see Note 1 to the Consolidated Financial Statements-Business and Summary of Significant Accounting Standards as included in this Report on Form 10-K for the year ended December 31, 2025.
(b) Assumes that all debt outstanding as of December 31, 2024, including borrowings under our Credit Agreement, remain outstanding until the final maturity of the debt agreements at the same interest rates (some of which are floating) which were in effect as of December 31, 2024.
(b) Assumes that all debt outstanding as of December 31, 2025, including borrowings under our Credit Agreement, remain outstanding until the final maturity of the debt agreements at the same interest rates (some of which are floating) which were in effect as of December 31, 2025.
Supplemental Guarantor Financial Information As of December 31, 2024, we had combined aggregate principal of $3.0 billion from All the Notes: • $700 million aggregate principal amount of the 2026 Notes; • $500 million aggregate principal amount of the 2029 Notes; • $800 million aggregate principal amount of the 2030 Notes; • $500 million of aggregate principal amount of the 2032 Notes, and; • $500 million of aggregate principal amount of the 2034 Notes.
Supplemental Guarantor Financial Information As of December 31, 2025, we had combined aggregate principal of $3.0 billion from All the Notes: • $700 million aggregate principal amount of the 2026 Notes; • $500 million aggregate principal amount of the 2029 Notes; • $800 million aggregate principal amount of the 2030 Notes; • $500 million of aggregate principal amount of the 2032 Notes, and; • $500 million of aggregate principal amount of the 2034 Notes.
South Carolina Health Access, Workforce and Quality (“HAWQ”) Program In September 2023, CMS approved the South Carolina HAWQ Program retroactive to July 1, 2023 and subsequently approved by CMS in July, 2024 for the period of July 1, 2024 to June 30, 2025.
South Carolina Health Access, Workforce and Quality (“HAWQ”) Program In September 2023, CMS approved the South Carolina HAWQ Program retroactive to July 1, 2023 and subsequently approved by CMS in July, 2024 for the period of July 1, 2024 to June 30, 2025. In December 2025, CMS approved the period July 1, 2025 to June 30, 2026.
There was no goodwill impairment during 2023. 45 Future changes in the estimates used to conduct the impairment review, including profitability and market value projections, could indicate impairment in future periods potentially resulting in a write-off of a portion or all of our goodwill or indefinite-lived intangible assets.
There was no goodwill impairment during 2024. Future changes in the estimates used to conduct the impairment review, including profitability and market value projections, could indicate impairment in future periods potentially resulting in a write-off of a portion or all of our goodwill or indefinite-lived intangible assets.
In connection with this program, included in our results of operations was approximately $43 million and $20 million during the years ended December 31, 2024 and 2023, respectively. Approximately $16 million of the amount recorded during 2024 was applicable to the period of October 1, 2022 through September 30, 2023.
In connection with this program, included in our results of operations was approximately $23 million and $43 million during the years ended December 31, 2025 and 2024, respectively. Approximately $16 million of the amount recorded during 2024 was applicable to the period of October 1, 2022 through September 30, 2023.
We estimate that our net reimbursements pursuant to this program will approximate $26 million during the year ended December 31, 2025. Michigan Directed Payment Program (“DPP”) In March 2024, CMS approved the Michigan Medicaid DPP retroactive to October 1, 2023 based on average commercial rates. The Michigan DPP provides for an additional payment for Medicaid managed care contracted services.
We estimate that our net reimbursements pursuant to this program will approximate $28 million during the year ended December 31, 2026. Michigan Directed Payment Program (“DPP”) In March 2024, CMS approved the Michigan Medicaid DPP retroactive to October 1, 2023 based on average commercial rates. The Michigan DPP provides for an additional payment for Medicaid managed care contracted services.
California Hospital Fee Program CMS Approval Status: Hospital Fee Program Component CMS Methodology Approval Status CMS Rate Setting Approval Status Fee For Service Payment Approved through December 31, 2024 Approved through December 31, 2024; Paid through September 30, 2024 Managed Care-Pass-Through Payment Approved through December 31, 2024 Approved through December 31, 2022 and paid in advance through December 31, 2023 Managed Care-Directed Payment Approved through December 31, 2024 Approved through December 31, 2022 and paid in advance through June 30, 2023 In connection with this program, included in our results of operations was $47 million and $46 million during the years ended December 31, 2024 and 2023, respectively.
California Hospital Fee Program CMS Approval Status: Hospital Fee Program Component CMS Methodology Approval Status CMS Rate Setting Approval Status Fee For Service Payment Approved through December 31, 2024 Approved through December 31, 2024; Paid through December 31, 2024 Managed Care-Pass-Through Payment Approved through December 31, 2024 Approved through December 31, 2023 and paid in advance through December 31, 2024 Managed Care-Directed Payment Approved through December 31, 2024 Approved through December 31, 2023 and paid in advance through June 30, 2024 In connection with this program, included in our results of operations was $68 million and $47 million during the years ended December 31, 2024 and 2023, respectively.
The Legislation and subsequent federal legislation provides for a significant reduction in Medicaid disproportionate share payments beginning in federal fiscal year 2025 (see above in Sources of Revenues and Health Care Reform-Medicaid for additional disclosure related to the delay of these DSH reductions).
The ACA and subsequent federal legislation provides for a significant reduction in Medicaid disproportionate share payments beginning in federal fiscal year 2028 (see above in Sources of Revenues and Health Care Reform-Medicaid for additional disclosure related to the delay of these DSH reductions).
Azar , we continue to maintain reserves in the financial statements for cumulative Medicaid DSH and UC reimbursements related to our behavioral health hospitals located in Texas that amounted to $34 million as of December 31, 2024 and $31 million as of December 31, 2023.
Azar , we continue to maintain reserves in the financial statements for cumulative Medicaid DSH and UC reimbursements related to our behavioral health hospitals located in Texas that amounted to $33 million as of December 31, 2025 and $34 million as of December 31, 2024.
The tenth amendment provides for, among other things, the following: (i) an extension of the maturity date to September 26, 2029; (ii) a $100 million increase in the revolving credit facility to $1.3 billion of aggregate borrowing capacity (which as of December 31, 2024, had $1.17 billion of aggregate available borrowing capacity, net of $130 million of borrowings outstanding and $3 million of letters of credit), and; (iii) a $1.0 billion reduction in the outstanding borrowings pursuant to the tranche A term loan facility, to $1.2 billion from $2.2 billion previously, utilizing the proceeds generated from the September, 2024, issuance of the below-mentioned senior notes due in 2029 and 2034.
The tenth amendment provides for, among other things, the following: (i) an extension of the maturity date to September 26, 2029; (ii) a $100 million increase in the revolving credit facility to $1.3 billion of aggregate borrowing capacity (which as of December 31, 2025, had $889 million of aggregate available borrowing capacity, net of $408 million of borrowings outstanding and $3 million of letters of credit), and; (iii) a $1.0 billion reduction in the outstanding borrowings pursuant to the tranche A term loan facility, to $1.2 billion from $2.2 billion previously (which had $1.16 billion of outstanding borrowings as of December 31, 2025), utilizing the proceeds generated from the September, 2024, issuance of the below-mentioned senior notes due in 2029 and 2034.
We estimate that our net reimbursements pursuant to HRIP will approximate $84 million during the year ended December 31, 2025. California Supplemental Payments In California, the state continues to operate Medicaid supplemental payment programs consisting of three components: Fee For Service Payment, Managed Care-Pass-Through Payment and Managed Care-Directed Payment.
We estimate that our net reimbursements pursuant to HRIP will approximate $109 million during the year ended December 31, 2026. California Supplemental Payments In California, the state continues to operate Medicaid supplemental payment programs consisting of three components: Fee For Service Payment, Managed Care-Pass-Through Payment and Managed Care-Directed Payment.
We estimate that these hospitals will be entitled to approximately $29 million of aggregate QIF revenues during the year ended December 31, 2025. UC Included in these provider tax programs are reimbursements received in connection with the Texas Uncompensated Care program ("UC").
We estimate that these hospitals will be entitled to approximately $18 million of aggregate QIF revenues during the year ended December 31, 2026. UC Included in these provider tax programs are reimbursements received in connection with the Texas Uncompensated Care program ("UC").
If CMS determines Provider Taxes used by a state Medicaid program to finance the non-federal share of a SDP (or other Medicaid supplemental payment programs) are not in compliance with the 63 applicable Provider Tax regulations and related federal statute, Company SDP payments (and other Medicaid supplemental payments) could be subject to recoupment by the respective state agency when non-compliance is determined by CMS to exist.
If CMS determines Provider Taxes used by a state Medicaid program to finance the non-federal share of a SDP (or other Medicaid supplemental payment programs) are not in compliance with the applicable Provider Tax regulations and related federal statutes, our SDP payments (and other Medicaid supplemental payments) could be subject to recoupment by the respective state agency when non-compliance is determined by CMS to exist.
We consider these to be “level 2” in the fair value hierarchy as outlined in the authoritative guidance for disclosures in connection with debt instruments. Our total debt as a percentage of total capitalization was approximately 40% at December 31, 2024 and 44% at December 31, 2023.
We consider these to be “level 2” in the fair value hierarchy as outlined in the authoritative guidance for disclosures in connection with debt instruments. Our total debt as a percentage of total capitalization was approximately 40% at each of December 31, 2025 and December 31, 2024.
We estimate that our net reimbursements pursuant to these supplemental payment programs will approximate $44 million during the year ended December 31, 2025. Florida Medicaid Managed Care Directed Payment Program (“DPP”) The Florida DPP provides for an additional payment for Medicaid managed care contracted services.
We estimate that our net reimbursements pursuant to these supplemental payment programs will approximate $60 million during the year ended December 31, 2026. Florida Medicaid Managed Care Directed Payment Program (“DPP”) The Florida DPP provides for an additional payment for Medicaid managed care contracted services.
We consider our critical accounting policies to be those that require us to make significant judgments and estimates when we prepare our financial statements, including the following: 43 Revenue Recognition: We report net patient service revenue at the estimated net realizable amounts from patients and third-party payers and others for services rendered.
We consider our critical accounting policies to be those that require us to make significant judgments and estimates when we prepare our financial statements, including the following: Revenue Recognition: Patient services provided in the U.S.: We report net patient service revenue at the estimated net realizable amounts from patients and third-party payers and others for services rendered.
Obligations under operating leases for real property, real property master leases and equipment amount to $919 million as of December 31, 2024. The real property master leases are leases for buildings on or near hospital property for which we guarantee a certain level of rental income.
Obligations under operating leases for real property, real property master leases and equipment amount to $868 million as of December 31, 2025. The real property master leases are leases for buildings on or near hospital property for which we guarantee a certain level of rental income.
The Texas DSH program was renewed for the state’s 2025 DSH fiscal year (covering the period of October 1, 2024 through September 30, 2025). 62 In connection with this program, included in our results of operations was approximately $36 million and $47 million recorded during the years ended December 31, 2024 and 2023, respectively.
The Texas DSH program was renewed for the state’s 2026 DSH fiscal year (covering the period of October 1, 2025 through September 30, 2026). In connection with this program, included in our results of operations was approximately $38 million and $36 million recorded during the years ended December 31, 2025 and 2024, respectively.
In connection with the Quality Incentive Fund (“QIF”), the results of operations of certain of our acute care hospitals located in Texas included aggregate revenues of $50 million and $33 million during the years ended December 31, 2024 and 2023, respectively.
In connection with the Quality Incentive Fund (“QIF”), the results of operations of certain of our acute care hospitals located in Texas included aggregate revenues of $32 million and $50 million during the years ended December 31, 2025 and 2024, respectively.
In June 2024, CMS approved the MHAP program component for the period July 1, 2024 to June 30, 2025. The UPL component was approved in April, 2024. In connection with this program, included in our results of operations was approximately $48 million and $33 million recorded during the years ended December 31, 2024 and 2023, respectively.
In September 2025, CMS approved the MHAP program component for the period July 1, 2025 to June 30, 2026. The UPL component was approved in April 2024. In connection with this program, included in our results of operations was approximately $55 million and $48 million recorded during the years ended December 31, 2025 and 2024, respectively.
This program is a Medicaid managed care directed payment program that provides for a rate enhancement to Medicaid managed care encounters. In connection with this program, included in our results of operations was approximately $28 million and $11 million recorded during the years ended December 31, 2024 and 2023, respectively.
This program is a Medicaid managed care directed payment program that provides for a rate enhancement to Medicaid 62 managed care encounters. In connection with this program, included in our results of operations was approximately $30 million and $28 million recorded during the years ended December 31, 2025 and 2024, respectively.
As of December 31, 2024, the applicable margins were 0.375% for ABR-based loans and 1.375% for SOFR-based loans under the revolving credit and term loan A facilities. The revolving credit facility includes a $125 million sub-limit for letters of credit.
As of December 31, 2025, the applicable margins were 0.25% for ABR-based loans and 1.25% for SOFR-based loans under the revolving credit and term loan A facilities. The revolving credit facility includes a $125 million sub-limit for letters of credit.
In connection with this program, included in our results of operations was approximately $37 million and $17 million recorded during the years ended December 31, 2024 and 2023, respectively. We estimate that our net reimbursements pursuant to this program will approximate $31 million during the year ended December 31, 2025.
In connection with this program, included in our results of operations was approximately $50 million and $37 million recorded during the years ended December 31, 2025 and 2024, respectively. We estimate that our net reimbursements pursuant to this program will approximate $45 million during the year ended December 31, 2026.
In connection with this program, included in our results of operations was approximately $17 million and $25 million recorded during the years ended December 31, 2024 and 2023, respectively. We estimate that our net reimbursements pursuant to this program will approximate $18 million during the year ended December 31, 2025.
In connection with this program, included in our results of operations was approximately $25 million and $31 million recorded during the years ended December 31, 2025 and 2024, respectively. We estimate that our net reimbursements pursuant to this program will approximate $23 million during the year ended December 31, 2026.
Summary of Various State Medicaid Supplemental Payment Programs: The following table summarizes the revenues, healthcare provider taxes (“Provider Taxes”) and net benefit related to each of the below-mentioned Medicaid supplemental programs for the years ended December 31, 2024 and 2023. The Provider Taxes are recorded in other operating expenses on the consolidated statements of income, as included herein.
The following table summarizes the revenues, healthcare provider taxes (“Provider Taxes”) and net benefit related to each of the below-mentioned Medicaid supplemental programs for the years ended December 31, 2025 and 2024. The Provider Taxes are recorded in other operating expenses on the consolidated statements of income, as included herein.
For the years ended December 31, 2024 and 2023, our results of operations included approximately $46 million and $43 million recorded in connection with this program (substantially all of which was recorded during the fourth quarters of each year). We estimate that our reimbursements pursuant to this DPP will approximate $37 million during the year ended December 31, 2025.
For the years ended December 31, 2025 and 2024, our results of operations included approximately $59 million and $46 million recorded in connection with this program (substantially all of which was recorded during the fourth quarters of each year). We estimate that our reimbursements pursuant to this DPP will approximate $53 million during the year ended December 31, 2026.
To date, the Biden administration has issued executive orders implementing a special enrollment period permitting individuals to enroll in health plans outside of the annual open enrollment period and reexamining policies that may undermine the Legislation or the Medicaid program.
The Biden administration had issued executive orders implementing a special enrollment period permitting individuals to enroll in health plans outside of the annual open enrollment period and reexamining policies that may undermine the ACA or the Medicaid program.
During 2023, approximately $18 million of the reserves increase is included in our Same Facility basis acute care hospitals services’ results, and approximately $7 million is included in our behavioral health services’ results. Acute Care Hospital Services The following table sets forth certain operating statistics for our acute care hospital services for the years ended December 31, 2024 and 2023.
During 2024, approximately $54 million of the reserves increase is included in our Same Facility basis acute care hospitals services’ results, and approximately $25 million is included in our behavioral health services’ results. Acute Care Hospital Services The following table sets forth certain operating statistics for our acute care hospital services for the years ended December 31, 2025 and 2024.
In addition, as discussed above in Results of Operations-Adjustments to Self-Insured Professional and General Liability Reserves , included in the other operating expenses of our acute care hospital services during 2024, as compared to 2023, was a $36 million increase in the adjustments made to our self-insured professional and general liability reserves that was applicable to our acute care facilities.
In addition, as discussed above in Results of Operations-Adjustments to Self-Insured Professional and General Liability Reserves , included in the other operating expenses of our acute care hospital services during 2025, as compared to 2024, was a $27 million decrease in the adjustments made to our self-insured professional and general liability reserves that was applicable to our acute care facilities.
In connection with this program, included in our results of operations was approximately $46 million and $3 million recorded during the years ended December 31, 2024 and 2023, respectively. We estimate that our net reimbursements pursuant to this expanded program will approximate $48 million during the year ended December 31, 2025.
In connection with this program, included in our results of operations was approximately $47 million and $46 million recorded during the years ended December 31, 2025 and 2024, respectively. We estimate that our net reimbursements pursuant to this expanded program will approximate $40 million during the year ended December 31, 2026.
The average effective interest rate, including amortization of deferred financing costs, on borrowings outstanding under our revolving credit, term loan A and senior notes, which amounted to approximately $4.47 billion as of 2024 and $4.63 billion as of 2023, were 4.8% during 2024 and 4.9% during 2023.
The average effective interest rate, including amortization of deferred financing costs, on borrowings outstanding under our revolving credit, term loan A and senior notes, which amounted to approximately $4.40 billion as of 2025 and $4.47 billion as of 2024, were 4.1% during 2025 and 4.8% during 2024.
In connection with this program, included in our results of operations was approximately $31 million and $22 million recorded during the years ended December 31, 2024 and 2023, respectively. 61 We estimate that our net reimbursements pursuant to this program will approximate $19 million during the year ended December 31, 2025.
In connection with this program, included in our results of operations was approximately $30 million and $8 million recorded during the years ended December 31, 2025 and 2024, respectively. We estimate that our net reimbursements pursuant to this program will approximate $22 million during the year ended December 31, 2026.
As of December 31, 2024, including the above-mentioned newly issued Notes, we had combined aggregate principal of $3.0 billion from the following senior secured notes: • $700 million aggregate principal amount of 1.65% senior secured notes due in September, 2026 ("2026 Notes") which were issued on August 24, 2021.
As of December 31, 2025, we had combined aggregate principal of $3.0 billion from the following senior secured notes: • $700 million of aggregate principal amount of 1.65% senior secured notes due in September, 2026 ("2026 Notes") which were issued on August 24, 2021.
On September 26, 2024, we entered into a tenth amendment ("Tenth Amendment") to our credit agreement ("Credit Agreement"), dated as of November 15, 2010, as amended and restated at various times from March, 2011 to June, 2022, among UHS, as borrower, the several banks and other financial institutions or entities from time to time parties thereto, as lenders, and JPMorgan Chase Bank, N.A., as administrative agent.
Capital Resources: Credit Facilities and Outstanding Debt Securities In September 2024, we entered into a tenth amendment ("Tenth Amendment") to our credit agreement ("Credit Agreement"), dated as of November 15, 2010, as amended and restated at various times from March, 2011 to June, 2022, among UHS, as borrower, the several banks and other financial institutions or entities from time to time parties thereto, as lenders, and JPMorgan Chase Bank, N.A., as administrative agent.
We estimate that our aggregate net reimbursements earned pursuant to the Texas DSH program will approximate $30 million during the year ended December 31, 2025.
We estimate that our aggregate net reimbursements earned pursuant to the Texas DSH program will approximate $21 million during the year ended December 31, 2026.
The 2026, 2030 and 2032 Notes, and the 2029 and 2034 Notes (collectively "All the Notes") are guaranteed (the “Guarantees”) on a senior secured basis by our Subsidiary Guarantors that guarantee our Credit Agreement, or other first lien obligations or any junior lien obligations.
The 2026, 2029, 2030, 2032 and 2034 Notes (collectively "All the Notes") are guaranteed (the “Guarantees”) on a senior secured basis by all of our existing and future direct and indirect subsidiaries that guarantee our Credit Agreement, other first lien obligations, or any junior lien obligations (the "Subsidiary Guarantors").
(d) Consists of: (i) $183 million related to the ongoing operation of an electronic health records application and purchase and implementation of a revenue cycle and other applications for our facilities; (ii) $85 million related to the development, implementation and operation of an enterprise resource planning application; (iii) $61 million in healthcare infrastructure in Washington D.C. in connection with various agreements with the District of Columbia, as discussed below; (iv) $52 million related to long-term contracts with third-parties consisting primarily of certain revenue cycle data processing services for our acute care facilities; (v) $43 million for administrative software applications, and; (vi) $12 million for other software applications.
(d) Consists of: (i) $159 million related to the ongoing operation of an electronic health records application and purchase and implementation of a revenue cycle and other applications for our facilities; (ii) $70 million related to the development, implementation and operation of an enterprise resource planning application; (iii) $54 million in healthcare infrastructure in Washington D.C. in connection with various agreements with the District of Columbia, as discussed below; (iv) $35 million related to long-term contracts with third-parties consisting primarily of certain revenue cycle data processing services for our acute care facilities; (v) $24 million for administrative software applications, and; (vi) $10 million for other software applications.
Additional funds may be obtained through: (i) borrowings under our existing revolving credit facility, which had $1.17 billion of available borrowing capacity as of December 31, 2024, or through refinancing the existing Credit Agreement; (ii) the issuance of other short-term and/or long-term debt, and/or; (iii) the issuance of equity.
Additional funds may be obtained through: (i) borrowings under our existing revolving credit facility, which had $965 million of available borrowing capacity as of December 31, 2025, or through refinancing the existing Credit Agreement; (ii) the issuance of other short-term and/or long-term debt, and/or; (iii) the issuance of equity.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

15 edited+5 added−1 removed1 unchanged
Biggest changeSenior executive leadership also engage in ad-hoc discussions with management on cybersecurity topics. In addition, our Board of Directors are provided with an annual report regarding cybersecurity information and related topics . Our cybersecurity risk management and strategy processes are overseen by our CISO along with leaders from our Information Security, Compliance, Legal and Internal Auditing teams.
Biggest changeOur cybersecurity risk management and strategy processes are overseen by our CISO along with leaders from our information security, compliance, legal and internal audit teams. These leaders collectively possess substantial experience across information security, healthcare compliance, risk management, audit, and technology operations..
For more information on risks to us from cybersecurity threats, see “ Risks Related to Information Technology - A cyber security incident could cause a violation of HIPAA, breach of patient or other persons privacy, or other negative impacts .” under “ Item 1A.
For more information on risks to us from cybersecurity threats, see “ Risks Related to Information Technology - A cyber 27 security incident could cause a violation of HIPAA, breach of patient or other persons privacy, or other negative impacts .” under “ Item 1A.
Based on the information available as of the date of this Form 10-K, during our fiscal year 2024 and through the date of this filing, we did not identify any risks from cybersecurity threats, including as a result of any previous cybersecurity incidents (as such terms are defined in Item 106(a) of Regulation S-K), that have materially affected or are reasonably likely to materially affect us, including our business strategy, results of operations or financial condition.
Based on the information available as of the date of this Form 10-K, during our fiscal year 2025 and through the date of this filing, we did not identify any risks from cybersecurity threats, including as a result of any previous cybersecurity incidents (as such terms are defined in Item 106(a) of Regulation S-K), that have materially affected or are reasonably likely to materially affect us, including our business strategy, results of operations or financial condition.
Risk Factors .” Governance of Cybersecurity 26 Cybersecurity is an integral part of our risk management program and is an area of focus for our Board of Directors and management. The Audit Committee of our Board of Directors is responsible for the oversight of risks from cybersecurity threats.
Risk Factors .” Governance of Cybersecurity Cybersecurity is an integral part of our enterprise risk management program and is an area of focus for our Board of Directors and management. The Audit Committee of our Board of Directors is responsible for oversight of risks from cybersecurity threats.
To address cybersecurity risks facing our organization, we have adopted a “continuous risk assessment” process. We engage a third party to conduct a bi-annual National Institute of Technology-Cyber Security Framework assessment to determine the effectiveness of our program and related controls.
To address cybersecurity risks facing our organization, we have adopted a risk-informed and continuously evolving assessment process. We engage a third party to conduct a bi-annual National Institute of Technology-Cyber Security Framework assessment to determine the effectiveness of our program and related controls.
Given the critical nature of this information, we have developed and implemented a robust cybersecurity risk management program to assess, identify, and manage risks associated with cybersecurity threats as identified in Item 106(a) of Regulation S-K. Cybersecurity is an important and integrated part of our risk management program that identifies, monitors and mitigates business, operational and legal risks.
Given the critical nature of this information, we have developed and implemented a robust cybersecurity risk management program to assess, identify, and manage risks associated with cybersecurity threats as identified in Item 106(a) of Regulation S-K.
Through a third-party risk management program, we review risks associated with these third parties through contractual reviews, vendor risk assessments, and continual risk reviews by monitoring the cybersecurity risk exposure these third parties pose and implementing remediation where necessary.
Third parties who provide services and solutions to our organization are also a source of cyber risk. Through a third-party risk management program, we review risks associated with these third parties through contractual reviews, vendor risk assessments, and continual risk reviews by monitoring the cybersecurity risk exposure these third parties pose and implementing remediation where necessary.
Other factors that feed into our risk management practices are also operational events and incidents, which can lead to controls being reviewed and enhanced. We also have a mature incident response process in place in the event a cybersecurity incident occurs.
Other factors that feed into our risk management practices are also operational events and incidents, which can lead to controls being reviewed and enhanced.
The results of that assessment are shared with management, which drives prioritization and investment in resources to address those risks. Likewise, annual penetration tests occur to review the efficacy of our technical controls, results which are reviewed by management and resolved in a timely manner.
The results of that assessment are reviewed by management and used to formulate prioritization of remediation efforts, strategic initiatives, and cybersecurity investments. Likewise, annual penetration tests occur to review the efficacy of our technical controls, results which are reviewed by management and resolved in a timely manner.
These individuals monitor the prevention, mitigation, detection and remediation of cybersecurity incidents through their management of, and participation in, the cybersecurity risk management and strategy processes described above, including the operation of our incident response plan.
They are responsible for monitoring the prevention, detection, mitigation, and remediation of cybersecurity risks and incidents through their management of, and participation in, the cybersecurity risk management and strategy processes described above, including oversight of our incident response and recovery capabilities.
This program has a multi-tier risk management structure that includes regular reviews of laws, policies, vulnerabilities, and resource levels to address risks facing our organization. Such risks include operational, intellectual property theft, fraud, risks that have potential unfavorable impacts on our employees and/or patients, and violation of data privacy or security laws.
Our cybersecurity risk management program incorporates a multi-tiered governance and risk assessment structure, including ongoing evaluation of applicable laws and regulations, internal policies and standards, technical vulnerabilities, threat intelligence, and resource adequacy. Such risks include operational, intellectual property theft, fraud, risks that have potential unfavorable impacts on our employees and/or patients, and violation of data privacy or security laws.
However, costs and damages associated with cybersecurity incidents could exceed our commercial insurance coverage which could have a material adverse effect on our business, financial position and results of operations. Third parties who provide services and solutions to our organization are also a source of cyber risk.
We maintain a commercial cybersecurity insurance policy that provides for coverage for losses sustained from cybersecurity incidents, subject to certain deductibles and limitations. However, costs and damages associated with cybersecurity incidents could exceed our commercial insurance coverage which could have a material adverse effect on our business, financial position and results of operations.
Members of the Audit Committee receive updates, as warranted, including quarterly updates from our Chief Information Security Officer (“CISO”) regarding matters of cybersecurity, such as key risks facing the healthcare industry and our company, core topics, review of incidents, as well as progress against key information security initiatives.
Members of the Audit Committee receive regular updates, including quarterly briefings from our Chief Information Security Officer (“CISO”), regarding cybersecurity matters such as the evolving threat landscape, significant risks, incidents, control maturity, and progress against key cybersecurity initiatives. The Audit Committee provides oversight of management’s approach to mitigating cybersecurity risks and enhancing the organization’s cyber resilience.
As part of these processes, we regularly engage with assessors, consultants, auditors, and other third parties to review our cybersecurity program to help identify areas for continued focus, improvement, and compliance. We have a commercial cybersecurity insurance policy that provides for coverage for losses sustained from cybersecurity incidents, subject to certain deductibles and limitations.
We regularly conduct tabletop exercises to simulate responses to an incident and implement any insight gained from those exercises to improve our recovery practices. As part of these processes, we regularly engage with assessors, consultants, auditors, and other third parties to review our cybersecurity program to help identify areas for continued focus, improvement, and compliance.
This process defines roles, responsibilities and action plans designed to contain and eradicate the issue and then restore systems in the event of a major disruption. Regularly, we conduct tabletop exercises to simulate responses to an incident and implement any insight gained from those exercises to improve our recovery practices.
This program defines roles, responsibilities and action plans designed to contain and eradicate the issue and then restore systems, in the event of a major disruption, in a timely manner. Our response planning emphasizes resilience and the ability to maintain critical operations, including clinical and patient-facing services, during and following a cybersecurity event.
Removed
Such individuals have an average of over 20 years of prior work experience in various roles involving information technology, including security, auditing, compliance, systems and programming.
Added
Our cybersecurity program is designed to support the confidentiality, integrity, availability, and resilience of our information systems and the continuity of our operations, including those supporting patient care. Cybersecurity is an important and integrated part of our risk management program that identifies, monitors and mitigates business, operational and legal risks.
Added
Our risk management practices also incorporate lessons learned from operational events, cybersecurity incidents, near misses, and changes in the external threat landscape, including emerging risks associated with ransomware, supply-chain dependencies, and the increasing use of artificial intelligence by threat actors. We have a mature incident response and recovery program in place in the event a cybersecurity incident occurs.
Added
Our program also considers risks arising from vendor concentration and systemic dependencies on third-party service providers supporting critical business and clinical functions, and we seek to implement remediation or risk mitigation measures where appropriate.
Added
In making this determination, we considered both quantitative and qualitative factors, including potential impacts to patient care, regulatory compliance, operational continuity, financial performance, and reputation.
Added
Senior executive leadership also engage in periodic and ad-hoc discussions with management on cybersecurity topics, including incident response readiness, regulatory developments, and strategic initiatives. In addition, the Board of Directors receives an annual briefing on cybersecurity risks, program maturity, and related governance matters.

Item 2. Properties

Properties — owned and leased real estate

12 edited+1 added−0 removed8 unchanged
Biggest changeClairsville, Ohio 100 Owned Fremont Hospital Fremont, California 148 Owned Friends Hospital (13) Philadelphia, Pennsylvania 219 Owned Fuller Hospital Attleboro, Massachusetts 109 Owned Garfield Park Behavioral Hospital Chicago, Illinois 88 Owned Glen Oaks Hospital Greenville, Texas 54 Owned Granite Hills Hospital West Allis, Wisconsin 120 Leased Gulf Coast Treatment Center Fort Walton Beach, Florida 28 Owned Gulfport Behavioral Health System Gulfport, Mississippi 109 Owned Hampton Behavioral Health Center Westampton, New Jersey 120 Owned Harbor Point Behavioral Health Center Portsmouth, Virginia 186 Owned Hartgrove Behavioral Health System Chicago, Illinois 160 Owned Havenwyck Hospital Auburn Hills, Michigan 253 Owned Heartland Behavioral Health Services Nevada, Missouri 137 Owned Heritage Oaks Hospital Sacramento, California 125 Owned Heritage Oaks Patient Enrichment Center Sacramento, California 16 Owned Hermitage Hall Nashville, Tennessee 111 Owned Hickory Trail Hospital DeSoto, Texas 86 Owned Highlands Behavioral Health System Littleton, Colorado 86 Owned Hill Crest Behavioral Health Services Birmingham, Alabama 221 Owned Holly Hill Hospital Raleigh, North Carolina 296 Owned The Horsham Clinic Ambler, Pennsylvania 206 Owned HRI Hospital Brookline, Massachusetts 66 Owned The Hughes Center Danville, Virginia 96 Owned Inland Northwest Behavioral Health (9) Spokane, Washington 100 Owned Intermountain Hospital Boise, Idaho 155 Owned Kempsville Center for Behavioral Health Norfolk, Virginia 106 Owned KeyStone Center Chester, Pennsylvania 153 Owned Kingwood Pines Hospital Kingwood, Texas 116 Owned La Amistad Behavioral Health Services Maitland, Florida 85 Owned Lakeside Behavioral Health System Memphis, Tennessee 373 Owned Lancaster Behavioral Health Hospital (8) Lancaster, Pennsylvania 126 Owned Laurel Heights Hospital Atlanta, Georgia 132 Owned Laurel Oaks Behavioral Health Center Dothan, Alabama 118 Owned Laurel Ridge Treatment Center San Antonio, Texas 330 Owned Liberty Point Behavioral Healthcare Stauton, Virginia 42 Owned Lighthouse Behavioral Health Hospital Conway, South Carolina 105 Owned Lighthouse Care Center of Augusta Augusta, Georgia 82 Owned Lincoln Prairie Behavioral Health Center Springfield, Illinois 97 Owned Lincoln Trail Behavioral Health System Radcliff, Kentucky 140 Owned Mayhill Hospital Denton, Texas 59 Leased McDowell Center for Children Dyersburg, Tennessee 32 Owned The Meadows Psychiatric Center Centre Hall, Pennsylvania 119 Owned Meridell Achievement Center Liberty Hill, Texas 134 Owned Mesilla Valley Hospital Las Cruces, New Mexico 120 Owned Michael’s House Palm Springs, California 60 Owned Michiana Behavioral Health Plymouth, Indiana 83 Owned Midwest Center for Youth and Families Kouts, Indiana 75 Owned Millwood Hospital Arlington, Texas 134 Leased Mountain Youth Academy Mountain City, Tennessee 122 Owned Newport News Behavioral Health Center Newport News, Virginia 132 Owned 30 United States: Name of Facility Location Number of Beds Real Property Ownership Interest North Spring Behavioral Healthcare Leesburg, Virginia 127 Leased North Star Hospital Anchorage, Alaska 74 Owned Chris Kyle Patriots Hospital Anchorage, Alaska 66 Owned North Star DeBarr Residential Treatment Center Anchorage, Alaska 30 Owned North Star Palmer Residential Treatment Center Palmer, Alaska 30 Owned Oak Plains Academy Ashland City, Tennessee 60 Owned Okaloosa Youth Academy Crestview, Florida 72 Leased Old Vineyard Behavioral Health Services Winston-Salem, North Carolina 164 Owned Palm Point Behavioral Health Titusville, FL 74 Owned Palm Shores Behavioral Health Center Bradenton, Florida 65 Owned Palmetto Lowcountry Behavioral Health North Charleston, South Carolina 108 Owned Palo Verde Behavioral Health Tucson, Arizona 84 Owned Parkwood Behavioral Health System Olive Branch, Mississippi 148 Owned The Pavilion Behavioral Health System Champaign, Illinois 122 Owned Peachford Hospital Atlanta, Georgia 246 Owned Pembroke Hospital Pembroke, Massachusetts 120 Owned Pinnacle Pointe Behavioral Healthcare System Little Rock, Arkansas 127 Owned Poplar Springs Hospital Petersburg, Virginia 208 Owned Prairie St John’s Fargo, North Dakota 132 Owned PRIDE Institute Eden Prairie, Minnesota 42 Owned Provo Canyon School Provo, Utah 250 Owned Psychiatric Institute of Washington Washington, D.C. 130 Owned Quail Run Behavioral Health Phoenix, Arizona 116 Owned The Ridge Behavioral Health System Lexington, Kentucky 110 Owned Rivendell Behavioral Health Hospital Bowling Green, Kentucky 125 Owned Rivendell Behavioral Health Services of Arkansas Benton, Arkansas 80 Owned River Oaks Hospital Harahan, Louisiana 126 Owned River Park Hospital Huntington, West Virginia 187 Owned River Point Behavioral Health Jacksonville, Florida 84 Owned River Vista Behavioral Health Madera, California 128 Owned Riveredge Hospital Forest Park, Illinois 210 Owned Rockford Center Newark, Delaware 148 Owned Rolling Hills Hospital Franklin, Tennessee 130 Owned Roxbury Treatment Center Shippensburg, Pennsylvania 112 Owned Saint Simons By-The-Sea Saint Simons Island, Georgia 101 Owned Salt Lake Behavioral Health Salt Lake City, Utah 118 Leased San Marcos Treatment Center San Marcos, Texas 265 Owned SandyPines Residential Treatment Center Jupiter, Florida 149 Owned Sierra Vista Hospital Sacramento, California 171 Owned Skywood Recovery Augusta, Michigan 100 Owned Southeast Behavioral Health (15) Cape Girardeau, Missouri 102 Owned Spring Mountain Sahara Las Vegas, Nevada 30 Owned Spring Mountain Treatment Center Las Vegas, Nevada 110 Owned Springwoods Behavioral Health Fayetteville, Arkansas 80 Owned Stonington Institute North Stonington, Connecticut 64 Owned Streamwood Behavioral Healthcare System Streamwood, Illinois 178 Owned Summit Oaks Hospital Summit, New Jersey 126 Owned SummitRidge Hospital Lawrenceville, Georgia 106 Owned Suncoast Behavioral Health Center Bradenton, Florida 60 Owned Texas NeuroRehab Center Austin, Texas 137 Owned Three Rivers Behavioral Health West Columbia, South Carolina 129 Owned Three Rivers Midlands West Columbia, South Carolina 64 Owned Turning Point Care Center Moultrie, Georgia 79 Owned University Behavioral Center Orlando, Florida 112 Owned University Behavioral Health of Denton Denton, Texas 104 Owned 31 United States: Name of Facility Location Number of Beds Real Property Ownership Interest Valle Vista Health System Greenwood, Indiana 140 Owned Valley Hospital Phoenix, Arizona 122 Owned Via Linda Behavioral Hospital (12) Scottsdale, Arizona 120 Leased The Vines Hospital Ocala, Florida 98 Owned Virginia Beach Psychiatric Center Virginia Beach, Virginia 100 Owned Wekiva Springs Center Jacksonville, Florida 120 Owned Wellstone Regional Hospital Jeffersonville, Indiana 100 Owned West Oaks Hospital Houston, Texas 176 Owned Willow Springs Center Reno, Nevada 116 Owned Windmoor Healthcare of Clearwater Clearwater, Florida 144 Owned Windsor Laurelwood Center for Behavioral Medicine Willoughby, Ohio 160 Leased Wyoming Behavioral Institute Casper, Wyoming 137 Owned United Kingdom: Name of Facility Location Number of Beds Real Property Ownership Interest Adarna House Bradford, UK 9 Owned Adele Cottages Rainworth, UK 4 Owned Amberwood Lodge Dorset, UK 9 Owned Ashbrook Birmingham, UK 16 Owned Ashfield House Huddersfield, UK 6 Owned Beacon House Lower Bradford, UK 8 Owned Beacon House Upper Bradford, UK 8 Owned Beckly Halifax, UK 12 Owned Beeches Retford, UK 12 Owned Birches Newark, UK 6 Owned Broughton House Lincolnshire, UK 34 Owned Broughton Lodge Macclesfield, UK 20 Owned Chaseways Sawbridgeworth, UK 6 Owned Cherry Tree House Mansfield Woodhouse, UK 6 Owned Colchester – Chestnut Court Essex, UK 8 Owned Conifers Derby, UK 7 Owned Cygnet Acer Chesterfield, UK 14 Owned Cygnet Acer 2 Chesterfield, UK 14 Owned Cygnet Alders Clinic Gloucester, UK 20 Owned Cygnet Appletree Meadowfield, UK 26 Owned Cygnet Aspen Clinic Doncaster, UK 16 Owned Cygnet Aspen House Doncaster, UK 20 Owned Cygnet Bostall House Abbey Wood, UK 6 Owned Cygnet Brunel Bristol, UK 32 Owned Cygnet Cedar Vale East Bridgeford, UK 16 Owned Cygnet Cedars Birmingham, UK 24 Owned Cygnet Churchill London, UK 57 Owned Cygnet Delfryn House Flintshire, UK 28 Owned Cygnet Delfryn Lodge Flintshire, UK 24 Owned Cygnet Elms Birmingham, UK 10 Owned Cygnet Fountains Blackburn, UK 34 Owned Cygnet Grange Sutton-in-Ashfield, UK 8 Owned Cygnet Heathers West Bromwich, UK 20 Owned Cygnet Hospital—Beckton London, UK 62 Owned Cygnet Hospital—Bierley Bradford, UK 63 Owned Cygnet Hospital—Blackheath London, UK 32 Leased 32 United Kingdom: Name of Facility Location Number of Beds Real Property Ownership Interest Cygnet Hospital—Bury Bury, UK 187 Owned Cygnet Hospital—Clifton Nottingham, UK 25 Owned Cygnet Hospital—Derby Derby, UK 50 Owned Cygnet Hospital—Ealing Ealing, UK 26 Owned Cygnet Hospital—Godden Green Sevenoaks, UK 39 Owned Cygnet Hospital—Harrogate Harrogate, UK 36 Owned Cygnet Hospital—Harrow Harrow, UK 64 Owned Cygnet Hospital—Hexham Hexham, UK 27 Owned Cygnet Hospital—Kewstoke Kewstoke, UK 72 Owned Cygnet Hospital—Maidstone Maidstone, UK 65 Owned Cygnet Hospital—Oldbury .
Biggest changeClairsville, Ohio 100 Owned Fremont Hospital Fremont, California 148 Owned Friends Hospital Philadelphia, Pennsylvania 220 Owned Fuller Hospital Attleboro, Massachusetts 109 Owned Garfield Park Behavioral Hospital Chicago, Illinois 88 Owned Glen Oaks Hospital Greenville, Texas 54 Owned Granite Hills Hospital West Allis, Wisconsin 120 Leased Gulf Coast Treatment Center Fort Walton Beach, Florida 28 Owned Gulfport Behavioral Health System Gulfport, Mississippi 109 Owned Hampton Behavioral Health Center Westampton, New Jersey 120 Owned Hanover Hill Behavioral Health (19) Bethlehem, PA 144 Leased Harbor Point Behavioral Health Center Portsmouth, Virginia 186 Owned Hartgrove Behavioral Health System Chicago, Illinois 160 Owned Havenwyck Hospital Auburn Hills, Michigan 253 Owned Heartland Behavioral Health Services Nevada, Missouri 111 Owned Heritage Oaks Hospital Sacramento, California 125 Owned Heritage Oaks Patient Enrichment Center Sacramento, California 16 Owned Hermitage Hall Nashville, Tennessee 111 Owned Hickory Trail Hospital DeSoto, Texas 86 Owned Highlands Behavioral Health System Littleton, Colorado 86 Owned Hill Crest Behavioral Health Services Birmingham, Alabama 221 Owned Holly Hill Hospital Raleigh, North Carolina 296 Owned The Horsham Clinic Ambler, Pennsylvania 206 Owned HRI Hospital Brookline, Massachusetts 66 Owned The Hughes Center Danville, Virginia 96 Owned Inland Northwest Behavioral Health (9) Spokane, Washington 100 Owned Intermountain Hospital Boise, Idaho 155 Owned Kempsville Center for Behavioral Health Norfolk, Virginia 106 Owned KeyStone Center Chester, Pennsylvania 153 Owned Kingwood Pines Hospital Kingwood, Texas 116 Owned La Amistad Behavioral Health Services Maitland, Florida 85 Owned Lakeside Behavioral Health System Memphis, Tennessee 373 Owned Lancaster Behavioral Health Hospital (8) Lancaster, Pennsylvania 126 Owned Laurel Heights Hospital Atlanta, Georgia 132 Owned Laurel Oaks Behavioral Health Center Dothan, Alabama 118 Owned Laurel Ridge Treatment Center San Antonio, Texas 330 Owned Liberty Point Behavioral Healthcare Stauton, Virginia 42 Owned Lighthouse Behavioral Health Hospital Conway, South Carolina 105 Owned Lighthouse Care Center of Augusta Augusta, Georgia 82 Owned Lincoln Prairie Behavioral Health Center Springfield, Illinois 97 Owned Lincoln Trail Behavioral Health System Radcliff, Kentucky 140 Owned McDowell Center for Children Dyersburg, Tennessee 28 Owned The Meadows Psychiatric Center Centre Hall, Pennsylvania 119 Owned 31 United States: Name of Facility Location Number of Beds Real Property Ownership Interest Meridell Achievement Center Liberty Hill, Texas 134 Owned Mesilla Valley Hospital Las Cruces, New Mexico 120 Owned Metropolitan Behavioral Health (15) Dearborn, MI 144 Leased Michael’s House Palm Springs, California 60 Owned Michiana Behavioral Health Plymouth, Indiana 83 Owned Midwest Center for Youth and Families Kouts, Indiana 75 Owned Millwood Hospital Arlington, Texas 134 Leased Mountain Youth Academy Mountain City, Tennessee 120 Owned Newport News Behavioral Health Center Newport News, Virginia 132 Owned North Spring Behavioral Healthcare Leesburg, Virginia 129 Leased North Star Hospital Anchorage, Alaska 74 Owned Chris Kyle Patriots Hospital Anchorage, Alaska 66 Owned North Star DeBarr Residential Treatment Center Anchorage, Alaska 30 Owned North Star Palmer Residential Treatment Center Palmer, Alaska 30 Owned Oak Plains Academy Ashland City, Tennessee 60 Owned Okaloosa Youth Academy Crestview, Florida 77 Leased Old Vineyard Behavioral Health Services Winston-Salem, North Carolina 164 Owned Palm Point Behavioral Health Titusville, FL 74 Owned Palm Shores Behavioral Health Center Bradenton, Florida 65 Owned Palmetto Lowcountry Behavioral Health North Charleston, South Carolina 108 Owned Palo Verde Behavioral Health Tucson, Arizona 84 Owned Parkwood Behavioral Health System Olive Branch, Mississippi 148 Owned The Pavilion Behavioral Health System Champaign, Illinois 122 Owned Peachford Hospital Atlanta, Georgia 246 Owned Pembroke Hospital Pembroke, Massachusetts 120 Owned Pinnacle Pointe Behavioral Healthcare System Little Rock, Arkansas 127 Owned Poplar Springs Hospital Petersburg, Virginia 208 Owned Prairie St John’s Fargo, North Dakota 132 Owned Provo Canyon School Provo, Utah 226 Owned Psychiatric Institute of Washington Washington, D.C. 152 Owned Quail Run Behavioral Health Phoenix, Arizona 116 Owned The Ridge Behavioral Health System Lexington, Kentucky 110 Owned Rivendell Behavioral Health Hospital Bowling Green, Kentucky 149 Owned Rivendell Behavioral Health Services of Arkansas Benton, Arkansas 80 Owned River Oaks Hospital Harahan, Louisiana 126 Owned River Park Hospital Huntington, West Virginia 187 Owned River Point Behavioral Health Jacksonville, Florida 84 Owned River Vista Behavioral Health Madera, California 128 Owned Riveredge Hospital Forest Park, Illinois 210 Owned Rockford Center Newark, Delaware 148 Owned Rolling Hills Hospital Franklin, Tennessee 130 Owned Roxbury Treatment Center Shippensburg, Pennsylvania 112 Owned Saint Simons By-The-Sea Saint Simons Island, Georgia 101 Owned Salt Lake Behavioral Health Salt Lake City, Utah 118 Leased San Marcos Treatment Center San Marcos, Texas 265 Owned SandyPines Residential Treatment Center Jupiter, Florida 149 Owned Sea Grove Recovery Mt.
Johns, Michigan 69 Owned Cedar Hills Hospital (7) Portland, Oregon 98 Owned Cedar Ridge Behavioral Hospital Oklahoma City, Oklahoma 60 Owned Cedar Ridge Behavioral Hospital at Bethany Bethany, Oklahoma 56 Owned Cedar Ridge Residential Treatment Center Oklahoma City, Oklahoma 56 Owned Cedar Springs Hospital Colorado Springs, Colorado 110 Owned Centennial Peaks Hospital Louisville, Colorado 104 Owned Center for Change Orem, Utah 66 Owned Central Florida Behavioral Hospital Orlando, Florida 174 Owned Clarion Psychiatric Center Clarion, Pennsylvania 112 Owned Clive Behavioral Health (1) (11) Clive, Iowa 100 Leased Coastal Behavioral Health Savannah, Georgia 50 Owned Coastal Harbor Treatment Center Savannah, Georgia 145 Owned Columbus Behavioral Center for Children and Adolescents Columbus, Indiana 57 Owned Compass Intervention Center Memphis, Tennessee 148 Owned Copper Hills Youth Center West Jordan, Utah 164 Owned Coral Shores Behavioral Health Stuart, Florida 80 Owned Cumberland Hall Hospital Hopkinsville, Kentucky 97 Owned Cumberland Hospital for Children and Adolescents New Kent, Virginia 108 Owned Cypress Creek Hospital Houston, Texas 128 Owned Del Amo Behavioral Health System Torrance, California 166 Owned Diamond Grove Center Louisville, Mississippi 61 Owned Dover Behavioral Health System Dover, Delaware 104 Owned El Paso Behavioral Health System El Paso, Texas 166 Owned Emerald Coast Behavioral Hospital Panama City, Florida 86 Owned Fairfax Fairfax Behavioral Health Kirkland, Washington 157 Owned Fairfax Behavioral Health—Everett Everett, Washington 30 Leased Fairfax Behavioral Health—Monroe Monroe, Washington 34 Leased Fairmount Behavioral Health System Philadelphia, Pennsylvania 239 Owned 29 United States: Name of Facility Location Number of Beds Real Property Ownership Interest Forest View Hospital Grand Rapids, Michigan 108 Owned Fort Lauderdale Behavioral Health Center Fort Lauderdale, Florida 182 Owned Foundations Behavioral Health Doylestown, Pennsylvania 122 Leased Foundations for Living Mansfield, Ohio 84 Owned Fox Run Center St.
Johns, Michigan 72 Owned Cedar Hills Hospital (7) Portland, Oregon 98 Owned Cedar Ridge Behavioral Hospital Oklahoma City, Oklahoma 60 Owned Cedar Ridge Behavioral Hospital at Bethany Bethany, Oklahoma 56 Owned Cedar Ridge Residential Treatment Center Oklahoma City, Oklahoma 56 Owned Cedar Springs Hospital Colorado Springs, Colorado 110 Owned Centennial Peaks Hospital Louisville, Colorado 104 Owned Center for Change Orem, Utah 66 Owned Central Florida Behavioral Hospital Orlando, Florida 174 Owned Clarion Psychiatric Center Clarion, Pennsylvania 112 Owned Clive Behavioral Health (1) (11) Clive, Iowa 100 Leased Coastal Behavioral Health Savannah, Georgia 50 Owned Coastal Harbor Treatment Center Savannah, Georgia 145 Owned Columbus Behavioral Center for Children and Adolescents Columbus, Indiana 57 Owned Compass Intervention Center Memphis, Tennessee 148 Owned Copper Hills Youth Center West Jordan, Utah 164 Owned Coral Shores Behavioral Health Stuart, Florida 80 Owned Cumberland Hall Hospital Hopkinsville, Kentucky 97 Owned Cumberland Hospital for Children and Adolescents New Kent, Virginia 106 Owned Cypress Creek Hospital Houston, Texas 128 Owned Del Amo Behavioral Health System Torrance, California 166 Owned Diamond Grove Center Louisville, Mississippi 61 Owned 30 United States: Name of Facility Location Number of Beds Real Property Ownership Interest Dover Behavioral Health System Dover, Delaware 104 Owned El Paso Behavioral Health System El Paso, Texas 166 Owned Emerald Coast Behavioral Hospital Panama City, Florida 86 Owned Fairfax Fairfax Behavioral Health Kirkland, Washington 157 Owned Fairfax Behavioral Health—Everett Everett, Washington 30 Leased Fairfax Behavioral Health—Monroe Monroe, Washington 34 Leased Fairmount Behavioral Health System Philadelphia, Pennsylvania 239 Owned Forest View Hospital Grand Rapids, Michigan 108 Owned Fort Lauderdale Behavioral Health Center Fort Lauderdale, Florida 182 Owned Foundations Behavioral Health Doylestown, Pennsylvania 122 Leased Foundations for Living Mansfield, Ohio 84 Owned Fox Run Center St.
Henderson, Nevada 150 Owned Inpatient Behavioral Health Care Facilities 28 United States: Name of Facility Location Number of Beds Real Property Ownership Interest Alabama Clinical Schools Birmingham, Alabama 80 Owned Alliance Health Center Meridian, Mississippi 214 Owned Anchor Hospital Atlanta, Georgia 122 Owned Arbour Hospital Jamaica Plain, Massachusetts 142 Owned Arrowhead Behavioral Health (14) Maumee, Ohio 48 Owned Aspen Grove Behavioral Hospital Orem, Utah 80 Owned Austin Oaks Hospital Austin, Texas 80 Owned Beaumont Behavioral Health (16) Dearborn, Michigan 144 Leased Behavioral Hospital of Bellaire Houston, Texas 124 Leased Belmont Pines Hospital Youngstown, Ohio 127 Owned Benchmark Behavioral Health Systems Woods Cross, Utah 94 Owned BHC Alhambra Hospital Rosemead, California 115 Owned Black Bear Lodge Sautee Nacoochee, Georgia 115 Owned Bloomington Meadows Hospital Bloomington, Indiana 78 Owned Brentwood Behavioral Healthcare Flowood, Mississippi 133 Owned Brentwood Hospital Shreveport, Louisiana 260 Owned The Bridgeway North Little Rock, Arkansas 127 Owned The Brook Hospital—Dupont Louisville, Kentucky 88 Owned The Brook Hospital—KMI Louisville, Kentucky 110 Owned Brooke Glen Behavioral Hospital Fort Washington, Pennsylvania 146 Owned Brynn Marr Hospital Jacksonville, North Carolina 102 Owned Calvary Healing Center Phoenix, Arizona 68 Owned Canyon Creek Behavioral Health (1) Temple, Texas 102 Leased Canyon Ridge Hospital Chino, California 157 Owned The Carolina Center for Behavioral Health Greer, South Carolina 156 Owned Cedar Creek Hospital St.
Henderson, Nevada 150 Owned 29 Inpatient Behavioral Health Care Facilities United States: Name of Facility Location Number of Beds Real Property Ownership Interest Alabama Clinical Schools Birmingham, Alabama 80 Owned Alliance Health Center Meridian, Mississippi 214 Owned Anchor Hospital Atlanta, Georgia 122 Owned Arbour Hospital Jamaica Plain, Massachusetts 142 Owned Arrowhead Behavioral Health (13) Maumee, Ohio 48 Owned Aspen Grove Behavioral Hospital Orem, Utah 94 Owned Austin Oaks Hospital Austin, Texas 80 Owned Behavioral Hospital of Bellaire Houston, Texas 124 Leased Belmont Pines Hospital Youngstown, Ohio 127 Owned Benchmark Behavioral Health Systems Woods Cross, Utah 94 Owned BHC Alhambra Hospital Rosemead, California 109 Owned Black Bear Lodge Sautee Nacoochee, Georgia 115 Owned Bloomington Meadows Hospital Bloomington, Indiana 78 Owned Brentwood Behavioral Healthcare Flowood, Mississippi 133 Owned Brentwood Hospital Shreveport, Louisiana 260 Owned The Bridgeway North Little Rock, Arkansas 127 Owned The Brook Hospital—Dupont Louisville, Kentucky 88 Owned The Brook Hospital—KMI Louisville, Kentucky 110 Owned Brooke Glen Behavioral Hospital Fort Washington, Pennsylvania 146 Owned Brynn Marr Hospital Jacksonville, North Carolina 102 Owned Calvary Healing Center Phoenix, Arizona 68 Owned Canyon Creek Behavioral Health (1) Temple, Texas 102 Leased Canyon Ridge Hospital Chino, California 157 Owned The Carolina Center for Behavioral Health Greer, South Carolina 156 Owned Cedar Creek Hospital St.
We believe that the leases on the facilities, medical office buildings and other real estate leased or owned by us do not impose any material limitation on our operations. The aggregate lease payments on facilities leased by us were $110 million in 2024, $107 million in 2023 and $104 million in 2022. ITEM 3.
We believe that the leases on the facilities, medical office buildings and other real estate leased or owned by us do not impose any material limitation on our operations. The aggregate lease payments on facilities leased by us were $111 million in 2025, $110 million in 2024 and $107 million in 2023. ITEM 3.
Facilities The following tables set forth the name, location, type of facility and, for acute care hospitals and behavioral health care facilities, the number of licensed beds: Acute Care Hospitals Name of Facility Location Number of Beds Real Property Ownership Interest Aiken Regional Medical Centers (1) Aiken, South Carolina 211 Leased Aurora Pavilion Behavioral Health Services (1) Aiken, South Carolina 62 Leased ER at Sweetwater North Augusta, South Carolina — Owned Centennial Hills Hospital Medical Center Las Vegas, Nevada 339 Owned ER at Valley Vista North Las Vegas, Nevada — Owned ER at West Craig Las Vegas, Nevada — Owned Corona Regional Medical Center Corona, California 259 Owned Desert View Hospital Pahrump, Nevada 25 Owned Doctors Hospital of Laredo (6) Laredo, Texas 183 Owned Doctors Hospital Emergency Room Saunders Laredo, Texas — Owned Doctors Hospital Emergency Room South Laredo, Texas — Leased Doctors Hospital Emergency Room Wright Ranch Laredo, Texas — Owned Fort Duncan Regional Medical Center Eagle Pass, Texas 101 Owned The George Washington University Hospital (17) Washington, D.C. 395 Leased Henderson Hospital Henderson, Nevada 303 Owned ER at Cadence Henderson, Nevada — Owned ER at Green Valley Ranch Henderson, Nevada — Owned Lakewood Ranch Medical Center Lakewood Ranch, Florida 120 Owned ER at Fruitville Sarasota, Florida — Owned Manatee Memorial Hospital Bradenton, Florida 295 Owned ER at Palma Sola Bradenton, Florida — Owned ER at Sun City Center Wimauma, Florida — Owned Manatee ER at Bayshore Gardens Bradenton, Florida — Owned Northern Nevada Medical Center Sparks, Nevada 124 Owned 27 Name of Facility Location Number of Beds Real Property Ownership Interest Northwest Specialty Hospital (Behavioral Health) Reno, Nevada 70 Owned Sierra Medical Center Reno, Nevada 158 Owned ER at Damonte Ranch Reno, Nevada — Owned ER at McCarran NW Reno, Nevada — Owned ER at Spanish Springs Sparks, Nevada — Owned Northwest Texas Healthcare System Amarillo, Texas 405 Owned Northwest Texas Healthcare System Behavioral Health Amarillo, Texas 90 Owned Northwest Emergency at Tascosa Amarillo, Texas — Owned Northwest Emergency at Town Square Amarillo, Texas — Owned Northwest Emergency on Georgia Amarillo, Texas — Owned Palmdale Regional Medical Center Palmdale, California 184 Owned South Texas Health System (2) South Texas Health System Edinburg/South Texas Health System Children’s (2) Edinburg, Texas 294 Owned South Texas Health System Behavioral (2) Edinburg, Texas 134 Owned South Texas Health System Heart (2) McAllen, Texas 60 Owned South Texas Health System McAllen (1) (2) McAllen, Texas 431 Leased South Texas Health System ER Alamo (2) Alamo, Texas — Owned South Texas Health System ER McColl (2) Edinburg, Texas — Owned South Texas Health System ER Mission (1) (2) Mission, Texas — Leased South Texas Health System ER Monte Cristo (2) Edinburg, Texas — Owned South Texas Health System ER Pharr (2) Pharr, Texas — Owned South Texas Health System ER Ware Road (2) McAllen, Texas — Owned South Texas Health System ER Weslaco (1) (2) Weslaco, Texas — Leased Southwest Healthcare System Southwest Healthcare Inland Valley Hospital Wildomar, California 120 Owned Southwest Healthcare Rancho Springs Hospital Murrieta, California 120 Owned Spring Valley Hospital Medical Center Las Vegas, Nevada 364 Owned ER at Blue Diamond Las Vegas, Nevada — Owned Valley Health Specialty Hospital Las Vegas, Nevada 66 Owned St.
Facilities The following tables set forth the name, location, type of facility and, for acute care hospitals and behavioral health care facilities, the number of licensed beds: Acute Care Hospitals Name of Facility Location Number of Beds Real Property Ownership Interest Aiken Regional Medical Centers (1) Aiken, South Carolina 211 Leased Aurora Pavilion Behavioral Health Services (1) Aiken, South Carolina 62 Leased ER at Sweetwater North Augusta, South Carolina — Owned Cedar Hill Regional Medical Center Washington, D.C. 142 Leased Centennial Hills Hospital Medical Center Las Vegas, Nevada 339 Owned ER at Valley Vista North Las Vegas, Nevada — Owned ER at West Craig Las Vegas, Nevada — Owned Corona Regional Medical Center Corona, California 259 Owned Desert View Hospital Pahrump, Nevada 25 Owned Doctors Hospital of Laredo (6) Laredo, Texas 183 Owned Doctors Hospital Emergency Room Saunders Laredo, Texas — Owned Doctors Hospital Emergency Room South Laredo, Texas — Leased Doctors Hospital Emergency Room Wright Ranch Laredo, Texas — Owned Fort Duncan Regional Medical Center Eagle Pass, Texas 101 Owned The George Washington University Hospital (16) Washington, D.C. 395 Leased Henderson Hospital Henderson, Nevada 303 Owned ER at Cadence Henderson, Nevada — Owned ER at Green Valley Ranch Henderson, Nevada — Owned Lakewood Ranch Medical Center Lakewood Ranch, Florida 120 Owned 28 Name of Facility Location Number of Beds Real Property Ownership Interest ER at Fruitville Sarasota, Florida — Owned Manatee Memorial Hospital Bradenton, Florida 295 Owned ER at Palma Sola Bradenton, Florida — Owned ER at Sun City Center Wimauma, Florida — Owned Manatee ER at Bayshore Gardens Bradenton, Florida — Owned Northern Nevada Medical Center Sparks, Nevada 124 Owned Northwest Specialty Hospital (Behavioral Health/Acute Rehabilitation) Reno, Nevada 70 Owned Sierra Medical Center Reno, Nevada 158 Owned ER at Damonte Ranch Reno, Nevada — Owned ER at McCarran NW Reno, Nevada — Owned ER at North Valleys Reno, Nevada — Owned ER at Spanish Springs Sparks, Nevada — Owned Northwest Texas Healthcare System Amarillo, Texas 405 Owned Northwest Texas Healthcare System Behavioral Health Amarillo, Texas 90 Owned Northwest Emergency at Eastern Amarillo, Texas — Owned Northwest Emergency at Tascosa Amarillo, Texas — Owned Northwest Emergency at Town Square Amarillo, Texas — Owned Northwest Emergency on Georgia Amarillo, Texas — Owned Palmdale Regional Medical Center Palmdale, California 190 Owned South Texas Health System (2) South Texas Health System Edinburg/South Texas Health System Children’s (2) Edinburg, Texas 294 Owned South Texas Health System Behavioral (2) Edinburg, Texas 134 Owned South Texas Health System Heart (2) McAllen, Texas 60 Owned South Texas Health System McAllen (1) (2) McAllen, Texas 431 Leased South Texas Health System ER Alamo (2) Alamo, Texas — Owned South Texas Health System ER McColl (2) Edinburg, Texas — Owned South Texas Health System ER Mission (1) (2) Mission, Texas — Leased South Texas Health System ER Monte Cristo (2) Edinburg, Texas — Owned South Texas Health System ER Pharr (2) Pharr, Texas — Owned South Texas Health System ER Ware Road (2) McAllen, Texas — Owned South Texas Health System ER Weslaco (1) (2) Weslaco, Texas — Leased Southwest Healthcare System Southwest Healthcare Inland Valley Hospital Wildomar, California 120 Owned Southwest Healthcare Rancho Springs Hospital Murrieta, California 120 Owned Spring Valley Hospital Medical Center Las Vegas, Nevada 364 Owned Spring Mountain Sahara (Behavioral Health) Las Vegas, Nevada 30 Owned Spring Mountain Treatment Center (Behavioral Health) Las Vegas, Nevada 110 Owned ER at Blue Diamond Las Vegas, Nevada — Owned Valley Health Specialty Hospital Las Vegas, Nevada 66 Owned St.
(12) We manage and hold a 51% ownership interest in this facility. The remaining 49% ownership interest is held by an unaffiliated third party. (13) We manage and hold an 80% ownership interest in this facility. The remaining 20% ownership interest is held by an unaffiliated third party. (14) We manage and hold a 70% ownership interest in this facility.
(12) We manage and hold a 51% ownership interest in this facility. The remaining 49% ownership interest is held by an unaffiliated third party. (13) We manage and hold a 70% ownership interest in this facility. The remaining 30% ownership interest is held by an unaffiliated third party. (14) We manage and hold a 75% ownership interest in this facility.
Oldbury, UK 27 Owned Cygnet Hospital—Sheffield Sheffield, UK 57 Owned Cygnet Hospital—Sherwood Mansfield, UK 44 Owned Cygnet Hospital—Stevenage Stevenage, UK 88 Owned Cygnet Hospital—Taunton Taunton, UK 57 Owned Cygnet Hospital—Woking Woking, UK 62 Owned Cygnet Hospital—Wolverhampton Wolverhampton, UK 29 Owned Cygnet Hospital—Wyke Bradford, UK 52 Owned Cygnet Hospital Colchester - Highwoods Colchester, UK 20 Owned Cygnet Hospital Colchester - Larch Court Essex, UK 4 Owned Cygnet Hospital Colchester - Oak Court Essex, UK 12 Owned Cygnet Hospital Colchester - Ramsey Colchester, UK 21 Owned Cygnet Joyce Parker Hospital Coventry, UK 57 Owned Cygnet Lodge Sutton-in-Ashfield, UK 8 Owned Cygnet Lodge—Brighouse Brighouse, UK 25 Owned Cygnet Lodge—Kenton Middlesex, UK 15 Owned Cygnet Lodge—Lewisham London, UK 17 Owned Cygnet Lodge—Salford Manchester, UK 24 Owned Cygnet Lodge—Woking Woking, UK 32 Owned Cygnet Manor Shirebrook, UK 20 Owned Cygnet Newham House Middlesbrough, UK 20 Owned Cygnet Nield House Crewe, UK 30 Owned Cygnet Oaks Barnsley, UK 35 Owned Cygnet Paddocks Widnes, UK 30 Owned Cygnet Pindar House Barnsley, UK 22 Owned Cygnet Raglan House West Midlands, UK 25 Owned Cygnet Sedgley House Wolverhampton, UK 20 Owned Cygnet Sedgley Lodge Wolverhampton, UK 14 Owned Cygnet Sherwood House Mansfield, UK 30 Owned Cygnet Sherwood Lodge Mansfield, UK 17 Owned Cygnet St.
Oldbury, UK 27 Owned Cygnet Hospital—Sheffield Sheffield, UK 57 Owned Cygnet Hospital—Sherwood Mansfield, UK 44 Owned Cygnet Hospital—Stevenage Stevenage, UK 88 Owned Cygnet Hospital—Taunton Taunton, UK 57 Owned Cygnet Hospital—Woking Woking, UK 62 Owned Cygnet Hospital—Wolverhampton Wolverhampton, UK 29 Owned Cygnet Hospital—Wyke Bradford, UK 52 Owned Cygnet Hospital Colchester - Highwoods Colchester, UK 20 Owned Cygnet Hospital Colchester - Larch Court Essex, UK 4 Owned Cygnet Hospital Colchester - Oak Court Essex, UK 12 Owned Cygnet Hospital Colchester - Ramsey Colchester, UK 21 Owned Cygnet Joyce Parker Hospital Coventry, UK 57 Owned Cygnet Kenney House Oldham, UK 44 Owned Cygnet Lodge Sutton-in-Ashfield, UK 8 Owned Cygnet Lodge—Brighouse Brighouse, UK 25 Owned Cygnet Lodge—Kenton Middlesex, UK 15 Owned Cygnet Lodge—Lewisham London, UK 17 Owned Cygnet Lodge—Salford Manchester, UK 24 Owned Cygnet Lodge—Woking Woking, UK 32 Owned Cygnet Manor Shirebrook, UK 20 Owned Cygnet Newham House Middlesbrough, UK 20 Owned Cygnet Newtown House Blackpool, UK 21 Owned Cygnet Nield House Crewe, UK 30 Owned Cygnet Oaks Barnsley, UK 35 Owned Cygnet Paddocks Widnes, UK 30 Owned Cygnet Pindar House Barnsley, UK 22 Owned Cygnet Raglan House West Midlands, UK 25 Owned Cygnet Sedgley House Wolverhampton, UK 20 Owned Cygnet Sedgley Lodge Wolverhampton, UK 14 Owned Cygnet Sherwood House Mansfield, UK 30 Owned Cygnet Sherwood Lodge Mansfield, UK 17 Owned 34 United Kingdom: Name of Facility Location Number of Beds Real Property Ownership Interest Cygnet St.
(19) We hold a 51% ownership interest in this facility. The remaining 49% ownership interest is held by unaffiliated third parties. We own or lease medical office buildings adjoining some of our hospitals.
(19) We manage and hold a 51% ownership interest in this facility. The remaining 49% ownership interest is held by an unaffiliated third party. The facility opened on January 13, 2026. We own or lease medical office buildings adjoining some of our hospitals.
Williams Darlington, UK 12 Owned Cygnet Storthfield House Derbyshire, UK 22 Owned Cygnet Victoria House Darlington, UK 26 Owned Cygnet Views Matlock, UK 10 Owned Cygnet Wallace Hospital Dundee, UK 10 Owned Cygnet Wast Hills Birmingham, UK 26 Owned Dene Brook Rotherham, UK 13 Owned Devon Lodge Southampton, UK 12 Owned Dove Valley Mews Barnsley, UK 10 Owned Ducks Halt Essex, UK 5 Owned Ellen Mhor Dundee, UK 12 Owned Elston House Newark, UK 8 Owned Fairways Ipswich, UK 8 Owned 33 United Kingdom: Name of Facility Location Number of Beds Real Property Ownership Interest The Fields Sheffield, UK 54 Owned Gables Essex, UK 7 Owned Gledcliffe Road Huddersfield, UK 6 Owned Gledholt Huddersfield, UK 9 Owned Gledholt Mews Huddersfield, UK 21 Owned Glyn House Stoke on Trent, UK 5 Owned Hansa Lodge Rainham, UK 5 Owned Hawkstone Keighley, UK 10 Owned Hollyhurst Darlington, UK 19 Owned Hope House Hartlepool, UK 11 Owned Kirkside House Leeds, UK 7 Owned Kirkside Lodge Leeds, UK 8 Owned Langdale Coach House Huddersfield, UK 3 Owned Langdale House Huddersfield, UK 8 Owned Lindsay House Dundee, UK 2 Owned Longfield House Bradford, UK 9 Owned Lowry House Hyde, UK 12 Owned Malborn & Teroan Mansfield, UK 6 Owned Marion House Derby, UK 5 Owned Meadows Mews Tipton, UK 10 Owned Morgan House Stoke on Trent, UK 5 Owned Nightingale Dorset, UK 10 Owned Norcott House Liversedge, UK 11 Owned Norcott Lodge Liversedge, UK 9 Owned Oakhurst Lodge Hampshire, UK 8 Owned Oaklands Northumberland, UK 19 Owned Old Leigh House Essex, UK 7 Leased The Orchards Essex, UK 5 Owned Outwood Leeds, UK 10 Owned Oxley Lodge Huddersfield, UK 4 Owned Oxley Woodhouse Huddersfield, UK 13 Owned Pines Mansfield Woodhouse, UK 7 Owned Ranaich House Dunblane, UK 14 Owned Redlands Darlington, UK 5 Owned Rhyd Alyn Flintshire, UK 6 Owned River View Darlington, UK 4 Owned Shear Meadow Hemel Hempstead, UK 4 Owned Sherwood Lodge Step Down Mansfield, UK 9 Owned The Squirrels Hampshire, UK 9 Owned 4, 5, 7 The Sycamores South Normanton, UK 6 Owned 15 The Sycamores South Normanton, UK 4 Owned Tabley House Nursing Home Knutsford, UK 51 Leased Thistle House Dundee, UK 10 Owned Thornfield Grange Bishop Auckland, UK 9 Owned Thornfield House Bradford, UK 7 Owned Thors Park Essex, UK 14 Owned Toller Road Leicestershire, UK 8 Owned Trinity House Lockerbie, UK 13 Owned Trinity Lodge Lockerbie, UK 6 Owned Tupwood Gate Nursing Home Caterham, UK 33 Owned Ty Alarch Merthyr Tydfil 6 Owned 1Vincent Court Lancashire, UK 5 Owned Walkern Lodge Stevenage, UK 4 Owned Willow House Birmingham, UK 8 Owned Woodcross & Turls Hill Wolverhampton, UK 8 Owned 34 United Kingdom: Name of Facility Location Number of Beds Real Property Ownership Interest Woodrow House Stockport, UK 9 Owned Puerto Rico: Name of Facility Location Number of Beds Real Property Ownership Interest First Hospital Panamericano—Cidra Cidra, Puerto Rico 165 Owned First Hospital Panamericano—Ponce Ponce, Puerto Rico 30 Owned First Hospital Panamericano—San Juan San Juan, Puerto Rico 45 Owned Outpatient Behavioral Health Care Facilities United States: Name of Facility Location Real Property Ownership Interest Arbour Counseling Services Rockland, Massachusetts Owned The Canyon at Santa Monica Los Angeles, California Leased Foundations Health High Point High Point, North Carolina Leased Foundations San Francisco San Francisco, California Leased Michael’s House Outpatient Palm Springs, California Leased The Pointe Outpatient Behavioral Health Services Little Rock, Arkansas Leased The Recovery Center Wichita Falls, Texas Leased Saint Louis Behavioral Medicine Institute St.
Williams Darlington, UK 12 Owned Cygnet Storthfield House Derbyshire, UK 22 Owned Cygnet Victoria House Darlington, UK 26 Owned Cygnet Views Matlock, UK 10 Owned Cygnet Wallace Hospital Dundee, UK 18 Owned Cygnet Wast Hills Birmingham, UK 26 Owned The Daley Care Centre Sheffiled, UK 24 Owned Dean Grange Newnham, UK 5 Owned Dene Brook Rotherham, UK 13 Owned Devon Lodge Southampton, UK 12 Owned Dove Valley Mews Barnsley, UK 10 Owned Ducks Halt Essex, UK 5 Owned Ellen Mhor Dundee, UK 12 Owned Elston House Newark, UK 8 Owned Fairways Ipswich, UK 8 Owned The Fields Sheffield, UK 54 Owned Gables Essex, UK 7 Owned Gledcliffe Road Huddersfield, UK 6 Owned Gledholt Huddersfield, UK 9 Owned Gledholt Mews Huddersfield, UK 21 Owned Glyn House Stoke on Trent, UK 5 Owned Hansa Lodge Rainham, UK 5 Owned Hawkstone Keighley, UK 10 Owned Hollyhurst Darlington, UK 19 Owned Hope House Hartlepool, UK 11 Owned Kirkside House Leeds, UK 7 Owned Kirkside Lodge Leeds, UK 8 Owned Langdale House Huddersfield, UK 10 Owned Lindsay House Dundee, UK 2 Owned Longfield House Bradford, UK 9 Owned Lowry House Hyde, UK 12 Owned Malborn & Teroan Mansfield, UK 6 Owned Marion House Derby, UK 5 Owned Meadows Mews Tipton, UK 10 Owned Milestone Cinderford, UK 4 Owned Morgan House Stoke on Trent, UK 5 Owned Nightingale Dorset, UK 10 Owned Norcott House Liversedge, UK 11 Owned Norcott Lodge Liversedge, UK 9 Owned Oakhurst Lodge Hampshire, UK 8 Owned Oaklands Northumberland, UK 19 Owned Old Leigh House Essex, UK 7 Leased The Old Vicarage Hungerford, UK 13 Owned The Old Vicarage (Blakeney) Blakeney, UK 13 Owned The Orchards Essex, UK 5 Owned Outwood Leeds, UK 10 Owned Oxley Lodge Huddersfield, UK 4 Owned Oxley Woodhouse Huddersfield, UK 13 Owned Pines Mansfield Woodhouse, UK 7 Owned Ranaich House Dunblane, UK 14 Owned Redlands Darlington, UK 5 Owned Redmarley Redmarley, UK 19 Owned Rhyd Alyn Flintshire, UK 6 Owned 35 United Kingdom: Name of Facility Location Number of Beds Real Property Ownership Interest River View Darlington, UK 4 Owned Riverside House Newnham, UK 12 Owned Shear Meadow Hemel Hempstead, UK 4 Owned Sherwood Lodge Step Down Mansfield, UK 9 Owned The Squirrels Hampshire, UK 9 Owned 4, 5, 7 The Sycamores South Normanton, UK 6 Owned 15 The Sycamores South Normanton, UK 4 Owned Tabley House Nursing Home Knutsford, UK 51 Leased Thistle House Dundee, UK 10 Owned Thornfield Grange Bishop Auckland, UK 9 Owned Thornfield House Bradford, UK 7 Owned Thors Park Essex, UK 14 Owned Toller Road Leicestershire, UK 8 Owned Trinity House Lockerbie, UK 13 Owned Trinity Lodge Lockerbie, UK 6 Owned Tupwood Gate Nursing Home Caterham, UK 35 Owned Ty Alarch Merthyr Tydfil 6 Owned 1Vincent Court Lancashire, UK 5 Owned Walkern Lodge Stevenage, UK 4 Owned Willow House Birmingham, UK 8 Owned Woodcross & Turls Hill Wolverhampton, UK 8 Owned Woodrow House Stockport, UK 9 Owned Woodrowe House Markfield, UK 37 Owned Puerto Rico: Name of Facility Location Number of Beds Real Property Ownership Interest First Hospital Panamericano—Cidra Cidra, Puerto Rico 165 Owned First Hospital Panamericano—Ponce Ponce, Puerto Rico 30 Owned First Hospital Panamericano—San Juan San Juan, Puerto Rico 45 Owned Behavioral Health Care Outpatient Facilities We own and operate 119 behavioral health care outpatient facilities consisting of 110 facilities located in 25 states in the U.S., 7 facilities located in Puerto Rico, and 2 facilities located in the United Kingdom.
(17) The land of this facility is leased pursuant to the terms of a lease that is scheduled to expire in August, 2082. The lease contains one, twenty-five year renewal option. (18) We own a noncontrolling ownership interest of 30% in the entity that operates this facility that is managed by a third-party.
The lease contains one, twenty-five year renewal option. (17) We own a noncontrolling ownership interest of 30% in the entity that operates this facility that is managed by a third-party. (18) We hold a 51% ownership interest in this facility. The remaining 49% ownership interest is held by unaffiliated third parties.
The remaining 30% ownership interest is held by an unaffiliated third party. (15) We manage and hold a 75% ownership interest in this facility. The remaining 25% ownership interest is held by an unaffiliated third party. (16) We manage and hold a 75% ownership interest in this facility. The remaining 25% ownership interest is held by an unaffiliated third party.
The remaining 25% ownership interest is held by an unaffiliated third party. (15) We manage and hold a 75% ownership interest in this facility. The remaining 25% ownership interest is held by an unaffiliated third party. (16) The land of this facility is leased pursuant to the terms of a lease that is scheduled to expire in August, 2082.
Louis, Missouri Owned Skywood Outpatient Royal Oak, Michigan Leased Talbott Recovery Atlanta, Georgia Owned Thousand Branches Wellness, Arden Hills Arden Hills, Minnesota Leased Thousand Branches Wellness, Chicago Loop Chicago, Illinois Leased Thousand Branches Wellness, Houston Houston, Texas Leased Thousand Branches Wellness, Mission Valley San Diego, California Leased United Kingdom: Name of Facility Location Real Property Ownership Interest Long Eaton Day Services Nottingham, UK Owned Sheffield Day Services Sheffield, UK Owned Outpatient Centers and Surgical Hospital Name of Facility Location Real Property Ownership Interest Cancer Care Institute of Carolina Aiken, South Carolina Owned Cardiovascular Institute of Amarillo (19) Amarillo, TX Leased Cornerstone Regional Hospital (3) Edinburg, Texas Leased Las Vegas Institute for Advanced Surgery (19) Las Vegas, NV Leased 35 Outpatient Centers and Surgical Hospital Name of Facility Location Real Property Ownership Interest Manatee Diagnostic Center Bradenton, Florida Leased Palms Wellington Surgical Center (5) Royal Palm Beach, Florida Leased Personalized Radiation Oncology (18) Reno, Nevada Leased Quail Surgical and Pain Management Center (10) Reno, Nevada Leased Riverside Medical Clinic Surgery Center Riverside, California Leased The Surgery Center of Aiken Aiken, South Carolina Owned Temecula Valley Day Surgery (4) Murrieta, California Leased (1) Real property leased from Universal Health Realty Income Trust.
Acute Care Outpatient Facilities and Surgical Hospital Name of Facility Location Real Property Ownership Interest Cancer Care Institute of Carolina Aiken, South Carolina Owned Cardiovascular Institute of Amarillo Amarillo, TX Leased Cornerstone Regional Hospital (3) Edinburg, Texas Leased Great Basin Surgery Center Reno, Nevada Leased Las Vegas Institute for Advanced Surgery (18) Las Vegas, NV Leased Manatee Diagnostic Center Bradenton, Florida Leased Palms Wellington Surgical Center (5) Royal Palm Beach, Florida Leased Personalized Radiation Oncology (17) Reno, Nevada Leased Quail Surgical and Pain Management Center (10) Reno, Nevada Leased Riverside Medical Clinic Surgery Center 36 Acute Care Outpatient Facilities and Surgical Hospital Name of Facility Location Real Property Ownership Interest Brockton - RMC Surgery Center Riverside, California Leased Temescal Valley - RMC Surgery Center Temescal Valley, California Leased Riverside Medical Clinic - Brockton/Riverside Riverside, California Leased The Surgery Center of Aiken Aiken, South Carolina Owned Temecula Valley Day Surgery (4) Murrieta, California Leased (1) Real property leased from Universal Health Realty Income Trust.
Added
Pleasant, South Carolina 41 Owned Sierra Vista Hospital Sacramento, California 171 Owned Skywood Recovery Augusta, Michigan 100 Owned Southeast Behavioral Health (14) Cape Girardeau, Missouri 102 Owned Southridge Behavioral Hospital Byron Center, Michigan 96 Owned Springwoods Behavioral Health Fayetteville, Arkansas 80 Owned Stonington Institute North Stonington, Connecticut 64 Owned Streamwood Behavioral Healthcare System Streamwood, Illinois 178 Owned Summit Oaks Hospital Summit, New Jersey 126 Owned 32 United States: Name of Facility Location Number of Beds Real Property Ownership Interest SummitRidge Hospital Lawrenceville, Georgia 106 Owned Suncoast Behavioral Health Center Bradenton, Florida 60 Owned Texas NeuroRehab Center Austin, Texas 137 Owned Three Rivers Behavioral Health West Columbia, South Carolina 136 Owned Three Rivers Midlands West Columbia, South Carolina 64 Owned Turning Point Care Center Moultrie, Georgia 79 Owned University Behavioral Center Orlando, Florida 112 Owned University Behavioral Health of Denton Denton, Texas 104 Owned Valle Vista Health System Greenwood, Indiana 132 Owned Valley Hospital Phoenix, Arizona 122 Owned Via Linda Behavioral Hospital (12) Scottsdale, Arizona 120 Leased The Vines Hospital Ocala, Florida 98 Owned Virginia Beach Psychiatric Center Virginia Beach, Virginia 100 Owned Wekiva Springs Center Jacksonville, Florida 120 Owned Wellstone Regional Hospital Jeffersonville, Indiana 100 Owned West Oaks Hospital Houston, Texas 176 Owned Willow Springs Center Reno, Nevada 116 Owned Windmoor Healthcare of Clearwater Clearwater, Florida 144 Owned Windsor Laurelwood Center for Behavioral Medicine Willoughby, Ohio 160 Leased Wyoming Behavioral Institute Casper, Wyoming 137 Owned United Kingdom: Name of Facility Location Number of Beds Real Property Ownership Interest Adarna House Bradford, UK 9 Owned Adele Cottages Rainworth, UK 4 Owned Amberwood Lodge Dorset, UK 9 Owned Ashbrook Birmingham, UK 16 Owned Ashfield House Huddersfield, UK 6 Owned Beacon House Lower Bradford, UK 8 Owned Beacon House Upper Bradford, UK 8 Owned Beckly Halifax, UK 12 Owned Beeches Retford, UK 12 Owned Birches Newark, UK 6 Owned Broadoak Newnham, UK 33 Owned Broughton House Lincolnshire, UK 34 Owned Broughton Lodge Macclesfield, UK 20 Owned Bryn Y Wawr Llandeilo, UK 10 Owned Chaseways Sawbridgeworth, UK 6 Owned Cherry Tree House Mansfield Woodhouse, UK 6 Owned Clynsaer Llandovery, UK 11 Owned Colchester – Chestnut Court Essex, UK 8 Owned Conifers Derby, UK 7 Owned Cygnet Acer Chesterfield, UK 14 Owned Cygnet Acer 2 Chesterfield, UK 14 Owned Cygnet Alders Clinic Gloucester, UK 20 Owned Cygnet Appletree Meadowfield, UK 26 Owned Cygnet Aspen Clinic Doncaster, UK 16 Owned Cygnet Aspen House Doncaster, UK 20 Owned Cygnet Bostall House Abbey Wood, UK 6 Owned Cygnet Brunel Bristol, UK 32 Owned Cygnet Cedar Vale East Bridgeford, UK 16 Owned 33 United Kingdom: Name of Facility Location Number of Beds Real Property Ownership Interest Cygnet Cedars Birmingham, UK 24 Owned Cygnet Churchill London, UK 57 Owned Cygnet Delfryn House Flintshire, UK 28 Owned Cygnet Delfryn Lodge Flintshire, UK 24 Owned Cygnet Elms Birmingham, UK 10 Owned Cygnet Fountains Blackburn, UK 34 Owned Cygnet Grange Sutton-in-Ashfield, UK 8 Owned Cygnet Heathers West Bromwich, UK 20 Owned Cygnet Hospital—Beckton London, UK 62 Owned Cygnet Hospital—Bierley Bradford, UK 63 Owned Cygnet Hospital—Blackheath London, UK 32 Leased Cygnet Hospital—Bury Bury, UK 187 Owned Cygnet Hospital—Clifton Nottingham, UK 25 Owned Cygnet Hospital—Derby Derby, UK 50 Owned Cygnet Hospital—Ealing Ealing, UK 26 Owned Cygnet Hospital—Elowen Heanor, UK 24 Owned Cygnet Hospital—Godden Green Sevenoaks, UK 39 Owned Cygnet Hospital—Harrogate Harrogate, UK 36 Owned Cygnet Hospital—Harrow Harrow, UK 64 Owned Cygnet Hospital—Hexham Hexham, UK 27 Owned Cygnet Hospital—Kewstoke Kewstoke, UK 72 Owned Cygnet Hospital—Kidsgrove Stoke on Trent, UK 31 Owned Cygnet Hospital—Maidstone Maidstone, UK 65 Owned Cygnet Hospital—Oldbury .

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

82 edited+24 added−12 removed109 unchanged
Biggest changeIn addition to changes in government reimbursement programs, our ability to negotiate favorable contracts with private payers, including managed care organizations, significantly affects the revenues and operating results of our hospitals. Private payers, including managed care organizations, increasingly are demanding that we accept lower rates of payment. We expect continued third-party efforts to aggressively manage reimbursement levels and cost controls.
Biggest changeWe are therefore particularly sensitive to potential reductions in Medicaid and other state-based revenue programs as well as regulatory, economic, environmental and competitive changes in those states. In addition to changes in government reimbursement programs, our ability to negotiate favorable contracts with private payers, including managed care organizations, significantly affects the revenues and operating results of our hospitals.
To the extent that significant changes in the climate occur in areas where our facilities are located, we may experience increased frequency of severe weather conditions or natural disasters or other changes to weather patterns, all of which may result in physical damage to or a decrease in demand for properties affected by these conditions.
To the extent that significant changes in the climate occur in areas where our facilities are located, we may experience increased frequency of severe weather conditions, natural disasters or other changes to weather patterns, all of which may result in physical damage to or a decrease in demand for properties affected by these conditions.
Airforce, and was promoted to Brigadier General prior to his retirement from the ANG in August, 2024. Mr. Sim's employment with us commenced in December, 2022 as Executive Vice President and President of our Acute Care Division. He was formerly employed as Chief Operating Officer at Centura Health, since 2017. Prior to joining Centura Health, Mr.
Airforce, and was promoted to Brigadier General prior to his retirement from the ANG in August, 2024. 13 Mr. Sim's employment with us commenced in December, 2022 as Executive Vice President and President of our Acute Care Division. He was formerly employed as Chief Operating Officer at Centura Health, since 2017. Prior to joining Centura Health, Mr.
The failure of one or more large employer or the closure or 16 substantial reduction in the number of individuals employed at facilities located in or near the communities where our hospitals operate, could cause affected employees to move elsewhere to seek employment or lose insurance coverage that was otherwise available to them.
The failure of one or more large employer or the closure or substantial reduction in the number of individuals employed at facilities located in or near the communities where our hospitals operate, could cause affected employees to move elsewhere to seek employment or lose insurance coverage that was otherwise available to them.
If our facilities do not stay current with technological advances in the health care industry, patients may seek treatment from other providers and/or physicians may refer their patients to alternate sources, which could adversely affect our results of operations and harm our business.
If our facilities do not stay current with 16 technological advances in the health care industry, patients may seek treatment from other providers and/or physicians may refer their patients to alternate sources, which could adversely affect our results of operations and harm our business.
Sim served in senior leadership roles of increasing responsibility for 11 years at Baptist Health. 13 ITEM 1A. Ri sk Factors We are subject to numerous known and unknown risks, many of which are described below and elsewhere in this Annual Report.
Sim served in senior leadership roles of increasing responsibility for 11 years at Baptist Health. ITEM 1A. Ri sk Factors We are subject to numerous known and unknown risks, many of which are described below and elsewhere in this Annual Report.
Our environmental stewardship includes following best practices when managing energy usage, constructing and designing new builds and/or major renovations and protecting the local environment. • Smart building technology and automation are used across our enterprise to monitor and inform energy management decisions.
Our environmental stewardship includes following best practices when managing energy usage, constructing and designing new builds and/or major renovations and protecting the local environment. 9 • Smart building technology and automation are used across our enterprise to monitor and inform energy management decisions.
There is a trend among private payers toward value-based purchasing of healthcare services, as well. Many large commercial payers require hospitals to report quality data, and several of these payers will not reimburse hospitals for certain preventable adverse events.
There is a trend among private payers toward value-based purchasing of healthcare services, as well. Many large commercial payers require hospitals to report quality data, and several of these payers will not reimburse hospitals for certain preventable adverse 17 events.
In addition, certain of our subsidiaries are tenants in several medical office buildings (“MOBs”) and two free-standing emergency departments ("FED") owned by the Trust or by limited liability companies in which the Trust holds 95% to 100% of the ownership interest.
In addition, certain of our subsidiaries are tenants in several medical office buildings (“MOBs”) and two free-standing emergency departments ("FED") owned by the Trust or by limited liability companies in which the Trust holds 95% to 100% of the 12 ownership interest.
Reform legislation has also been proposed, but not adopted, at the federal level that could preempt additional state legislation in this area. Compliance Program: Our company-wide compliance program has been in place since 1998.
Reform legislation has also been proposed, but not adopted, at the federal level that could preempt additional state legislation in this area. 7 Compliance Program: Our company-wide compliance program has been in place since 1998.
As a result, the success and competitive advantage of our hospitals depends, in part, on the number and quality of the physicians on 15 the medical staffs of our hospitals, the admitting practices of those physicians and our maintenance of good relations with those physicians.
As a result, the success and competitive advantage of our hospitals depends, in part, on the number and quality of the physicians on the medical staffs of our hospitals, the admitting practices of those physicians and our maintenance of good relations with those physicians.
Members of the medical staffs of our hospitals also serve on the medical staffs of hospitals not owned by us and may terminate their affiliation with our hospitals at any time. In addition, within our behavioral health division, approximately 510 physicians are employed by subsidiaries of ours either directly or through contracts with affiliated group practices structured as 501A corporations.
Members of the medical staffs of our hospitals also serve on the medical staffs of hospitals not owned by us and may terminate their affiliation with our hospitals at any time. In addition, within our behavioral health division, approximately 445 physicians are employed by subsidiaries of ours either directly or through contracts with affiliated group practices structured as 501A corporations.
All newly constructed acute care facilities are also expected to achieve an ENERGY STAR® Portfolio Manager Score of 90 or higher. 9 • Our facilities have policies and procedures that are compliant with the applicable laws from the Environmental Protection Agency, local departments of health and other regulators who oversee the responsible disposal of pollution and waste.
All newly constructed acute care facilities are also expected to achieve an ENERGY STAR® Portfolio Manager Score of 90 or higher. • Our facilities have policies and procedures that are compliant with the applicable laws and regulations from the Environmental Protection Agency, local departments of health and other regulators who oversee the responsible disposal of pollution and waste.
We intend to selectively seek opportunities to expand our base of operations by adhering to our disciplined program of rational growth, but may not be successful in accomplishing acquisitions on favorable terms. Relationship with Universal Health Realty Income Trust At December 31, 2024, we held approximately 5.7% of the outstanding shares of Universal Health Realty Income Trust (the “Trust”).
We intend to selectively seek opportunities to expand our base of operations by adhering to our disciplined program of rational growth, but may not be successful in accomplishing acquisitions on favorable terms. Relationship with Universal Health Realty Income Trust At December 31, 2025, we held approximately 5.7% of the outstanding shares of Universal Health Realty Income Trust (the “Trust”).
The WPM recently incorporated current ANSI/AAMI ST108: 2023 Water standards for the processing of medical devices and standardized ”flushing protocols” for facilities to use during terminal cleaning process. • Our facilities located in the U.K. advanced several environmentally friendly initiatives in 2024 and continued to procure 100% of their electricity from renewable sources.
The WPM recently incorporated current ANSI/AAMI ST108: 2023 Water standards for the processing of medical devices and standardized ”flushing protocols” for facilities to use during terminal cleaning process. • Our facilities located in the U.K. advanced several environmentally friendly initiatives in 2025 and continued to procure 100% of their electricity from renewable sources.
Our subsidiaries have five, 5-year renewal options remaining on each of these FEDs, with the first three renewal options (covering the years 2030 through 2044) providing for 2% annual increases to the lease rates, and the remaining two, 5-year renewal options (covering the years 2045 through 2054) providing for lease rates at the then fair market value.
Our subsidiaries have four, 5-year renewal options remaining on each of these FEDs, with the first three renewal options (covering the years 2030 through 2044) providing for 2% annual increases to the lease rates, and the remaining two, 5-year renewal options (covering the years 2045 through 2054) providing for lease rates at the then fair market value.
We have accounted for the asset exchange and substitution transaction with the Trust as a financing arrangement and, since we did not derecognize the real property related to Aiken 11 and Canyon Creek, we will continue to depreciate the assets.
GAAP. We have accounted for the asset exchange and substitution transaction with the Trust as a financing arrangement and, since we did not derecognize the real property related to Aiken and Canyon Creek, we will continue to depreciate the assets.
Within our acute care division, approximately 370 physicians are employed by physician practice management subsidiaries of ours either directly or through contracts with affiliated group practices structured as 501A corporations.
Within our acute care division, approximately 460 physicians are employed by physician practice management subsidiaries of ours either directly or through contracts with affiliated group practices structured as 501A corporations.
The advisory agreement was renewed by the Trust for 2025 at the same rate in place for 2024, 2023 and 2022, providing for an advisory computation at 0.70% of the Trust’s average invested real estate assets.
The advisory agreement was renewed by the Trust for 2026 at the same rate in place for 2025, 2024 and 2023, providing for an advisory computation at 0.70% of the Trust’s average invested real estate assets.
The joint venture has three, 10-year renewal options at computed lease rates as stipulated in the lease (2041 through 2070) and two additional, 10-year renewal options at fair market values lease rates (2071 through 2090).
The joint venture has three, 10-year renewal options at computed lease rates as stipulated in the lease (2041 through 2070) and two additional, 10-year renewal options at fair market value lease rates (2071 through 2090).
On a combined basis, after deducting an allocation for corporate overhead expense, these facilities generated 12% in both 2024 and 2023, of our income from operations after net income attributable to noncontrolling interest. This geographic concentration makes us particularly sensitive to regulatory, economic, public health, environmental and competitive conditions in those states.
On a combined basis, after deducting an allocation for corporate overhead expense, these facilities generated 13% in 2025 and 12% in 2024, of our income from operations after net income attributable to noncontrolling interest. This geographic concentration makes us particularly sensitive to regulatory, economic, public health, environmental and competitive conditions in those states.
The importance of obtaining contracts with managed care organizations varies from market to market depending on the market strength of such organizations. An element of our growth strategy is expansion through the acquisition of additional hospitals in select markets. The competition to acquire hospitals is significant.
The importance of obtaining contracts with managed care organizations varies from market to market depending on the market strength of such organizations. An element of our growth strategy is expansion through the acquisition of additional facilities in select markets. The competition to acquire healthcare facilities is significant.
Centralized Utility Billing Management System effectively monitors energy usage across our U.S. facilities, signaling significant deviations from normal usage consumption patterns. Automatic fault detection and diagnostics software is implemented in approximately 75% of our acute care hospitals to monitor the efficiencies of the heating, ventilation and air conditioning operations.
Centralized utility billing management system effectively tracks energy usage across our U.S. facilities, signaling significant deviations from normal usage consumption patterns. Automatic fault detection and diagnostics software is implemented in approximately 75% of our acute care hospitals to monitor the operations of the heating, ventilation and air conditioning system equipment.
Labor Relations Approximately 970 of our employees at three of our hospitals are unionized. At Valley Hospital Medical Center, housekeeping and dietary employees are represented by the Culinary Workers Union, Local 226, and engineers are represented by the International Union of Operating Engineers.
Labor Relations Approximately 1,070 of our employees at three of our hospitals are unionized. At Valley Hospital Medical Center, housekeeping and dietary employees are represented by the Culinary Workers Union, Local 226, and engineers are represented by the International Union of Operating Engineers.
The real property of this facility, which was completed and opened in late 2020, is also leased from the Trust (annual rental of approximately $2.8 million, $2.7 million and $2.6 million during 2024, 2023 and 2022, respectively) pursuant to the lease terms as provided in the table below.
The real property of this facility, which was completed and opened in late 2020, is also leased from the Trust (annual rental of approximately $2.9 million, $2.8 million and $2.7 million during 2025, 2024 and 2023, respectively) pursuant to the lease terms as provided in the table below.
Executive Officers of the Registrant The executive officers, whose terms will expire at such time as their successors are elected, are as follows: Name and Age Present Position with the Company Marc D. Miller (54) Chief Executive Officer, President and Director Alan B. Miller (87) Executive Chairman of the Board Steve G.
Executive Officers of the Registrant The executive officers, whose terms will expire at such time as their successors are elected, are as follows: Name and Age Present Position with the Company Marc D. Miller (55) Chief Executive Officer, President and Director Alan B. Miller (88) Executive Chairman of the Board Steve G.
We compete for acquisitions with other for-profit health care companies, private equity and venture capital firms, as well as not-for-profit entities. Some of our competitors have greater resources than we do.
We compete for acquisitions with other for-profit healthcare companies, private equity and venture capital firms, as well as not-for-profit entities. Some of our competitors have greater resources than we do.
We earned an advisory fee from the Trust, which is included in net revenues in the accompanying consolidated statements of income, of approximately $5.5 million during 2024, approximately $5.3 million during 2023 and $5.1 million during 2022. In addition, certain of our officers and directors are also officers and/or directors of the Trust.
We earned an advisory fee from the Trust, which is included in net revenues in the accompanying consolidated statements of income, of approximately $5.6 million during 2025, approximately $5.5 million during 2024 and $5.3 million during 2023. In addition, certain of our officers and directors are also officers and/or directors of the Trust.
If these states increase mandatory nurse-staffing ratios or additional states in which we operate adopt mandatory nurse-staffing ratios, such changes could significantly affect labor costs and have an adverse impact on revenues if we are required to limit admissions in order to meet the required ratios.
If California increases mandatory nurse-staffing ratios or additional states in which we operate adopt mandatory nurse-staffing ratios, such changes could significantly affect labor costs and have an adverse impact on revenues if we are required to limit admissions in order to meet the required ratios.
In recent years, competition among healthcare providers for patients has intensified in the United States due to, among other things, regulatory and technological changes, increasing use of managed care payment systems, cost containment pressures and a shift toward outpatient treatment.
Competition The health care industry is highly competitive. In recent years, competition among healthcare providers for patients has intensified in the United States due to, among other things, regulatory and technological changes, increasing use of managed care payment systems, cost containment pressures and a shift toward outpatient treatment.
The table below provides certain details for each of the hospitals leased from the Trust as of January 1, 2025: Hospital Name Annual Minimum Rent End of Lease Term Renewal Term (years) McAllen Medical Center $ 5,485,000 December, 2026 5 (a) Wellington Regional Medical Center $ 6,805,000 December, 2026 5 (b) Aiken Regional Medical Center/Aurora Pavilion Behavioral Health Services $ 4,164,000 December, 2033 35 (c) Canyon Creek Behavioral Health $ 1,882,000 December, 2033 35 (c) Clive Behavioral Health $ 2,851,000 December, 2040 50 (d) (a) We have one 5-year renewal option at existing lease rates (through 2031).
The table below provides certain details for each of the hospitals leased from the Trust as of January 1, 2026: Hospital Name Annual Minimum Rent End of Lease Term Renewal Term (years) McAllen Medical Center $ 5,485,000 December, 2026 5 (a) Wellington Regional Medical Center $ 6,975,000 December, 2026 5 (b) Aiken Regional Medical Center/Aurora Pavilion Behavioral Health Services $ 4,257,000 December, 2033 35 (c) Canyon Creek Behavioral Health $ 1,925,000 December, 2033 35 (c) Clive Behavioral Health $ 2,930,000 December, 2040 50 (d) (a) We have one 5-year renewal option at existing lease rates (through 2031).
On a combined basis, after deducting an allocation for corporate overhead expense, these facilities generated 27% in 2024 and 16% in 2023, of our income from operations after net income attributable to noncontrolling interest.
On a combined basis, after deducting an allocation for corporate overhead expense, these facilities generated 21% in 2025 and 27% in 2024, of our income from operations after net income attributable to noncontrolling interest.
Risks Related to Business Operations A significant portion of our revenue is produced by facilities located in Texas, Nevada and California. Texas: We own 7 inpatient acute care hospitals, 13 free-standing emergency departments, 1 acute outpatient center and 20 inpatient behavioral healthcare facilities as listed in Item 2. Properties .
Risks Related to Business Operations A significant portion of our revenue is produced by facilities located in Texas, Nevada and California. Texas: We own 7 inpatient acute care hospitals, 16 free-standing emergency departments, 2 acute outpatient centers and 20 inpatient behavioral healthcare facilities and 14 behavioral healthcare outpatient facilities as listed in Item 2. Properties .
The market value of our investment in the Trust was $29.3 million at December 31, 2024 and $34.1 million at December 31, 2023, based on the closing price of the Trust’s stock on the respective dates. The Trust commenced operations in 1986 by purchasing certain hospital properties from us and immediately leasing the properties back to our respective subsidiaries.
The market value of our investment in the Trust was $30.9 million at December 31, 2025 and $29.3 million at December 31, 2024, based on the closing price of the Trust’s stock on the respective dates. The Trust commenced operations in 1986 by purchasing certain hospital properties from us and immediately leasing the properties back to our respective subsidiaries.
Our pre-tax share of income from the Trust was $1.1 million during 2024, $874,000 during 2023 and $1.2 million during 2022, which are included in other income (expense), net, on the accompanying consolidated statements of income for each year. We received dividends from the Trust amounting to $2.3 million during each of 2024 and 2023 and $2.2 million during 2022.
Our pre-tax share of income from the Trust was $1.0 million during 2025, $1.1 million during 2024 and $0.9 million during 2023, which are included in other income (expense), net, on the accompanying consolidated statements of income for each year. We received dividends from the Trust amounting to $2.3 million during 2025, 2024 and 2023.
Our consolidated balance sheets as of December 31, 2024 and December 31, 2023 reflects a financial liability of $73.8 million and $77.5 million, respectively, which is included in debt, for the fair value of real estate assets that we exchanged as part of the transaction.
Our consolidated balance sheets as of December 31, 2025 and December 31, 2024 reflects a financial liability of $70.0 million and $73.8 million, respectively, which is included in debt, for the fair value of real estate assets that we exchanged as part of the transaction.
The aggregate rent payable to the Trust in connection with the leases on McAllen Medical Center, Wellington Regional Medical Center, Aiken Regional Medical Center and Canyon Creek Behavioral Health was approximately $21.2 million during 2024 and $20.6 million during 2023.
The aggregate rent payable to the Trust in connection with the leases on McAllen Medical Center, Wellington Regional Medical Center, Aiken Regional Medical Center and Canyon Creek Behavioral Health was approximately $21.7 million during 2025 and $21.2 million during 2024.
On December 31, 2021, we entered into an asset purchase and sale agreement with the Trust, which was amended during the first quarter of 2022, pursuant to the terms of which: (i) a wholly-owned subsidiary of ours purchased from the Trust the real estate assets of the Inland Valley Campus of Southwest Healthcare System located in Wildomar, California, at its fair market value; (ii) two wholly-owned subsidiaries of ours transferred to the Trust, at their respective fair-market values, the real estate assets of Aiken Regional Medical Center (“Aiken”), located in Aiken, South Carolina (which includes a 211-bed acute care hospital and a 62-bed behavioral health facility), and Canyon Creek Behavioral Health (“Canyon Creek”), located in Temple, Texas, and; (iii) we received approximately $4.1 million in cash from the Trust.
On December 31, 2021, we entered into an asset purchase and sale agreement with the Trust, which was amended during the first quarter of 2022, pursuant to the terms of which: (i) a wholly-owned subsidiary of ours purchased from the Trust the real estate assets of the Inland Valley Campus of Southwest Healthcare System located in Wildomar, California, at its fair market value; (ii) two wholly-owned subsidiaries of ours transferred to the Trust, at their respective fair-market values, the real estate assets of Aiken Regional Medical Center (“Aiken”), located in Aiken, South Carolina (which includes a 211-bed acute care hospital and a 62-bed behavioral health facility), and Canyon Creek Behavioral Health (“Canyon Creek”), located in Temple, Texas, and; (iii) we received approximately $4.1 million in cash from the Trust. 11 As a result of the purchase options within the lease agreements for Aiken and Canyon Creek, the asset purchase and sale transaction is accounted for as a failed sale leaseback in accordance with U.S.
Most of these facilities also utilize retro-commissioning and monitoring-based commissioning. • All of our newly built facilities, or those undergoing major renovation, are required to meet, or exceed, all federal, state and local energy efficient codes, use mechanical-electrical-plumbing systems to optimize energy efficiencies and water conservation and be equipped with 100% emergency back-up generators, with 96 hours of fuel.
Most of these facilities also utilize retro-commissioning and monitoring-based commissioning technologies to effectively control and optimize the systems' operations. • All of our newly built facilities, or those undergoing major renovation, are required to meet, or exceed, all federal, state and local energy efficiency codes, use mechanical-electrical-plumbing systems to optimize energy efficiencies and water conservation and be equipped with emergency back-up generators, with 96 hours of fuel.
At Brooke Glen Behavioral Hospital, unionized employees are represented by the Teamsters, and registered nurses are represented by the Northwestern Nurses Association/Pennsylvania Association of Staff Nurses and Allied Professionals. At the George Washington University Hospital, registered nurses are represented by the District of Columbia Nurses Association.
At Brooke Glen Behavioral Hospital, unionized employees are represented by the Teamsters, and registered nurses are represented by the Northwestern Nurses Association/Pennsylvania Association of Staff Nurses and Allied Professionals. At the George Washington University Hospital, registered nurses are represented by the District of Columbia Nurses Association and housekeeping and dietary are represented by the Service Employees International Union.
The carrying value of our investment in the Trust was $5.8 million and $7.0 million at December 31, 2024 and 2023, respectively, and is included in other assets in the accompanying consolidated balance sheets.
The carrying value of our investment in the Trust was $4.4 million and $5.8 million at December 31, 2025 and 2024, respectively, and is included in other assets in the accompanying consolidated balance sheets.
Filton (67) Executive Vice President, Chief Financial Officer and Secretary Matthew J. Peterson (55) Executive Vice President, President of Behavioral Health Division Edward H. Sim (53) Executive Vice President, President of Acute Care Division Mr. Marc D. Miller was appointed Chief Executive Officer and President effective January 1, 2021.
Filton (68) Executive Vice President, Chief Financial Officer and Secretary Matthew J. Peterson (56) Executive Vice President, President of Behavioral Health Division Edward H. Sim (54) Executive Vice President, President of Acute Care Division Mr. Marc D. Miller was appointed Chief Executive Officer and President effective January 1, 2021.
During 2024, we strengthened our recruitment efforts, improved the overall hiring and onboarding experience (89% very satisfied/satisfied with overall recruitment process), expanded the training resources employees need to do their jobs effectively and safely, facilitated more teamwork and collaboration, addressed burnout, expanded mentorship and increased employee engagement.
During 2025, we strengthened our recruitment efforts, improved the overall hiring experience (90% very satisfied/satisfied with overall recruitment process), expanded the training resources employees need to do their jobs effectively and safely, facilitated more teamwork and collaboration, expanded mentorship and increased employee engagement.
Any significant loss due to a natural disaster may not be covered by insurance and may lead to an increase in the cost of insurance or unavailability on acceptable terms. Climate change may also have effects on our business by increasing the cost of property insurance or making coverage unavailable on acceptable terms.
Any significant loss due to a natural disaster may lead to a significant increase in the cost of insurance and/or a reduction in the availability of insurance on acceptable terms. Climate change may also have effects on our business by increasing the cost of property insurance or making coverage unavailable on acceptable terms.
On a combined basis, these facilities contributed 16% and 17% of our consolidated net revenues during 2024 and 2023, respectively. On a combined basis, after deducting an allocation for corporate overhead expense, these facilities generated 21% in 2024 and 26% in 2023, of our income from operations after net income attributable to noncontrolling interest.
On a combined basis, these facilities contributed 16% of our consolidated net revenues during each of 2025 and 2024. On a combined basis, after deducting an allocation for corporate overhead expense, these facilities generated 19% in 2025 and 21% in 2024, of our income from operations after net income attributable to noncontrolling interest.
California: We own 5 inpatient acute care hospitals, 2 acute outpatient centers, 9 inpatient behavioral healthcare facilities and 3 behavioral healthcare outpatient facilities as listed in Item 2. Properties . On a combined basis, these facilities contributed 11% of our consolidated net revenues during both 2024 and 2023, respectively.
California: We own 5 inpatient acute care hospitals, 4 acute outpatient centers, 9 inpatient behavioral healthcare facilities and 12 behavioral healthcare outpatient facilities as listed in Item 2. Properties . On a combined basis, these facilities contributed 11% of our consolidated net revenues during each of 2025 and 2024.
Some of our competitors include hospitals that are owned by tax-supported governmental agencies or by nonprofit corporations and may be supported by endowments and charitable contributions and exempt from property, sales and income taxes. Such exemptions and support are not available to us.
Some of our competitors include hospitals that are owned by tax-supported governmental agencies or by nonprofit corporations and may be supported by endowments and charitable contributions and exempt from property, sales and income taxes.
As a result, most of our hospitals operate in an increasingly competitive environment. We also operate health care facilities in the United Kingdom where the National Health Service (the “NHS”) is the principal provider of healthcare services. In addition to the NHS, we face competition in the United Kingdom from independent sector providers and other publicly funded entities for patients.
We also operate health care facilities in the United Kingdom where the National Health Service (the “NHS”) is the principal provider of healthcare services. In addition to the NHS, we face competition in the United Kingdom from independent sector providers and other publicly funded entities for patients.
Certified facilitators foster the Service Excellence culture and deliver training at their facilities. In 2024, we held 12 workshops with 137 individuals certified as Service Excellence Facilitators.
Certified facilitators foster the Service Excellence culture and deliver training at their facilities. In 2025, we held 10 workshops with 120 individuals certified as Service Excellence Facilitators.
Nevada: We own 10 inpatient acute care hospitals, 11 free-standing emergency departments, 3 acute outpatient centers and 4 inpatient behavioral healthcare facilities as listed in Item 2. Properties . On a combined basis, these facilities contributed 18% and 16% of our consolidated net revenues during 2024 and 2023, respectively.
Nevada: We own 10 inpatient acute care hospitals, 13 free-standing emergency departments, 4 acute outpatient centers and 4 inpatient behavioral healthcare facilities and 1 behavioral outpatient facility as listed in Item 2. Properties . On a combined basis, these facilities contributed 17% of our consolidated net revenues during each of 2025 and 2024.
Human Capital Management Employees and Medical Staff As of December 31, 2024, we had approximately 99,000 total employees consisting of: (i) approximately 86,000 employees located in the U.S., of which approximately 63,000 were employed full-time, and; (ii) approximately 13,000 employees located in the U.K.
Human Capital Management Employees and Medical Staff As of December 31, 2025, we had approximately 101,500 total employees consisting of: (i) approximately 88,100 employees located in the U.S., of which approximately 65,000 were employed full-time, and; (ii) approximately 13,400 employees located in the U.K.
In addition, in some markets such as California, there are requirements to maintain specified nurse-staffing levels which could adversely affect our net revenues to the extent we cannot meet those levels.
In addition, in some markets such as California, there are requirements to maintain specified nurse-staffing levels which could adversely affect our results of operations by increasing our salaries, wages and benefits expense, and/or by decreasing our net revenues to the extent we cannot meet those staffing levels.
Federal law provides for the future expansion of the number of quality measures that must be reported. Additionally, the Patient Protection and Affordable Care Act (the “Legislation”) requires all hospitals to annually establish, update and make public a list of their standard charges for products and services.
Additionally, the Patient Protection and Affordable Care Act (the “Legislation”) requires all hospitals to annually establish, update and make public a list of their standard charges for products and services.
We compete with other health care providers in recruiting and retaining qualified hospital management, nurses and other medical personnel. Certain states in which we operate hospitals have CON laws. The application process for approval of additional covered services, new facilities, changes in operations and capital expenditures is, therefore, highly competitive in these states.
Certain states in which we operate hospitals have CON laws. The application process for approval of additional covered services, new facilities, changes in operations and capital expenditures is, therefore, highly competitive in these states.
Revenue and volume trends may be affected by seasonal and severe weather conditions, including the effects of extreme low temperatures, hurricanes and tornadoes, earthquakes, climate change, current local economic and demographic changes.
Our leadership teams use reasonable efforts to manage opportunities and risks related to our facilities, including those related to climate change and other environmental risks. Revenue and volume trends may be affected by seasonal and severe weather conditions, including the effects of extreme low temperatures, hurricanes and tornadoes, earthquakes, climate change, current local economic and demographic changes.
Given the location of our facilities, we are particularly susceptible to revenue loss, cost increase, or damage caused by severe weather conditions or natural disasters such as hurricanes, wildfires, earthquakes, or tornadoes.
We have facilities in various geographic areas, including states that have a potentially higher risk of experiencing events such as severe weather conditions. Given the location of our facilities, we are susceptible to revenue loss, cost increase, or damage caused by severe weather conditions or natural disasters such as hurricanes, wildfires, earthquakes, or tornadoes.
In addition, operations may be subject to increases in energy prices as well as increased government regulation, such as the limiting of greenhouse gas emissions, intended to mitigate the impact of climate change, severe weather patterns, or natural disasters.
In addition, operations may be subject to increases in energy prices and/or increased government regulation, such as the limiting of greenhouse gas emissions, intended to mitigate the impact of climate change, severe weather patterns, or natural disasters. These could result in additional required capital and/or operational expenditures to comply with such regulation without a corresponding increase in our revenues.
There have been proposals to substantially decrease federal funding for state Medicaid Programs. Any significant reduction in federal Medicaid funding to states would likely result in states reducing Medicaid payments to us which would have a material adverse effect on us. We are unable to predict the effect of recent and future policy changes on our operations.
Any significant reduction in federal Medicaid funding to states would likely result in states reducing Medicaid payments to us. We are 14 unable to predict the effect of future policy changes on our operations.
In recent years, the number of quality measures that hospitals are required to report publicly has increased. Centers for Medicare and Medicaid Services (“CMS”) publishes performance data related to quality measures and data on patient satisfaction surveys that hospitals submit in connection with the Medicare program.
Centers for Medicare and Medicaid Services (“CMS”) publishes performance data related to quality measures and data on patient satisfaction surveys that hospitals submit in connection with the Medicare program. Federal law provides for the future expansion of the number of quality measures that must be reported.
Certain hospitals that are located in the areas served by our facilities are specialty or large hospitals that provide medical, surgical and behavioral health services, facilities and equipment that are not available at our hospitals. The increase in outpatient treatment and diagnostic facilities, including outpatient surgical centers and addiction treatment centers offering medically assisted treatments, also increases competition for us.
Certain hospitals that are located in the areas served by our facilities are specialty or large hospitals that provide medical, surgical and behavioral health services, facilities and equipment that are not available at our hospitals.
However, significant increases in these physician related expenses could have a material unfavorable impact on our future results of operations. If we do not continually enhance our hospitals with the most recent technological advances in diagnostic and surgical equipment, our ability to maintain and expand our markets will be adversely affected.
If we do not continually enhance our hospitals with the most recent technological advances in diagnostic and surgical equipment, our ability to maintain and expand our markets will be adversely affected.
The loss of one or more of these physicians, even if temporary, could cause a material reduction in our revenues, which could take significant time to replace given the difficulty and cost associated with recruiting and retaining physicians. Continued increase in hospital based physician expenses will materially affect our costs and results of operations.
The loss of one or more of these physicians, even if temporary, could cause a material reduction in our revenues, which could take significant time to replace given the difficulty and cost associated with recruiting and retaining physicians. In connection with the operations at our George Washington University Hospital and Cedar Hill Regional Medical Center located in Washington, D. C.
To date, the emission reduction targets for these facilities include: o Net zero carbon for direct (Scope 1) and indirect (Scope 2) emissions by 2035. o Net zero carbon emissions in supply chain (Scope 3) by 2040. • By January 2024, a vehicle tracking and driver training device program, Lightfoot, was installed on all company-owned vehicles utilized in the U.K.
To date, the emission reduction targets for these facilities include: o Net zero carbon for direct (Scope 1) and indirect (Scope 2) emissions by 2035. o Net zero carbon emissions in supply chain (Scope 3) by 2040.
In some markets, certain of our competitors may have greater financial resources, be better equipped and offer a broader range of services than we offer. The number of inpatient facilities, as well as outpatient surgical and diagnostic centers, many of which are fully or partially owned by physicians, in the geographic areas in which we operate has increased significantly.
The number of inpatient facilities, as well as outpatient surgical and diagnostic centers, many of which are fully or partially owned by physicians, in the geographic areas in which we operate has increased significantly. As a result, most of our hospitals operate in an increasingly competitive environment.
We continue to promote the employee assistance program which has provided a superior level of service to all our employees and members of their households. 8 W e have continuous training on workplace safety and launched a “We Care” program guide to ensure our hospitals support employees in a detailed way in the event of an employee injury.
W e have continuous training on workplace safety and launched a “We Care” program guide to ensure our hospitals support employees in a detailed way in the event of an employee injury. Employee Development In keeping with our culture of continuous improvement, training opportunities are available for all employees, regardless of level or status.
Financial arrangements with physicians and other referral sources, including compliance with anti-kickback and Stark laws and emergency department treatment and transfer requirements are also the focus of policy and training, standardized documentation requirements, and review and audit. 7 United Kingdom Regulation: Our operations in the United Kingdom are also subject to a high level of regulation relating to registration and licensing requirements, employee regulation, clinical standards, environmental rules as well as other areas.
United Kingdom Regulation: Our operations in the United Kingdom are also subject to a high level of regulation relating to registration and licensing requirements, employee regulation, clinical standards, environmental rules as well as other areas.
In addition to mandatory training that focus on keeping employees mindful and informed of key policies and skill sets, many are voluntary. All training is tailored to include potential Americans with Disabilities Act accommodations. Across the company, we offer educational and work opportunities, including internships, externships and clinical field placement opportunities.
Training programs are designed to assist with personal and skill development, career advancement and succession planning. In addition to mandatory training that focuses on keeping employees mindful and informed of key policies and skill sets, many are voluntary. All training is tailored to include potential Americans with Disabilities Act accommodations.
In our acute care segment, during the past few years we experienced significant increases in hospital-based physician related expenses, especially in the areas of emergency room care and anesthesiology. We have implemented various initiatives to mitigate the increased expense, to the degree possible, which has moderated the rate of increase experienced during 2024 and 2023.
Continued increase in hospital based physician expenses will materially affect our costs and results of operations. In our acute care segment, during the past few years we experienced significant increases in hospital-based physician related expenses, especially in the areas of emergency room care and anesthesiology.
These leases are cross-defaulted with one another and our subsidiaries have the option to purchase the leased properties upon the expiration of each five-year extended term at the fair market value at that time. During the third quarter of 2023, the Trust acquired the McAllen Doctor's Center, a 79,500 rentable square feet medical office building located in McAllen, Texas.
These leases are cross-defaulted with one another and our subsidiaries have the option to purchase the leased properties upon the expiration of each five-year extended term at the fair market value at that time. In October, 2025, a ground lease and a master flex lease were executed between a wholly-owned subsidiary of ours and the Trust.
We prohibit retaliation for the good faith reporting of compliance concerns and offer the ability for individuals to anonymously elevate any concerns. Our commitment to fairness and integrity extends to everyone with whom we interact and do business. Health and Safety Policies and training programs to encourage work safety are a major focus in our organization.
Our commitment to fairness and integrity extends to everyone with whom we interact and do business. Health and Safety Policies and training programs to encourage work safety are a major focus in our organization. We continue to promote the employee assistance program which has provided a superior level of service to all our employees and members of their households.
We strive to retain and attract qualified doctors by maintaining high ethical and professional standards and providing adequate support personnel, technologically advanced equipment and facilities that meet the needs of those physicians. 10 In addition, we depend on the efforts, abilities, and experience of our medical support personnel, including our nurses and other health care professionals, as well as non-professionals such as mental health technicians.
In addition, we depend on the efforts, abilities, and experience of our medical support personnel, including our nurses and other health care professionals, as well as non-professionals such as mental health technicians. We compete with other health care providers in recruiting and retaining qualified hospital management, nurses and other medical personnel.
Reductions in reimbursement amounts received from third-party payers could have a material adverse effect on our financial position and our results of operations. If we are not able to provide high quality medical care at a reasonable price, patients may choose to receive their health care from our competitors.
We also expect continued third-party efforts to aggressively manage reimbursement levels and cost controls. Reductions in reimbursement amounts received from third-party payers could have a material adverse effect on our financial position and our results of operations.
Environmental We have implemented environmentally sustainable practices and we comply with applicable legal and regulatory environmental standards to protect our patients, visitors, staff and local communities.
In 2025, the UHS Foundation continued to support employees and their families who suffered losses due to natural disasters across the country including Hurricane Milton, Hurricane Helene and the California wildfires. Environmental We have implemented environmentally sustainable practices and we strive to comply with applicable legal and regulatory environmental standards to protect our patients, visitors, staff and local communities.
Ethical Standards Each member of our Board of Directors and senior management is committed to healthcare operations that are ethical and in compliance with all applicable laws and regulations. We are committed to fostering a culture of accountability at all levels and encourage our employees to report anything they believe could be noncompliant with our values.
We are committed to fostering a culture of accountability at all levels and encourage our employees to report anything they believe could be noncompliant with our values. We prohibit retaliation for the good faith reporting of compliance concerns and offer the ability for individuals to anonymously elevate any concerns.
Pursuant to terms of the leases, and consistent with the terms of the leases currently in effect for each property, the lease rates are scheduled to increase 2% per year through the end of the renewed lease terms.
The current lease terms on these two FEDs, which are located in Weslaco and Mission, Texas, are scheduled to end on January 31, 2030. Pursuant to terms of the leases, the lease rates are scheduled to increase 2% per year through the end of the lease terms.
We receive annual Medicaid revenues of approximately $100 million, or greater, from each of Texas, Nevada, California, Illinois, Pennsylvania, Washington, D.C., Kentucky, Florida, Virginia, Massachusetts and Mississippi. We also receive Medicaid disproportionate share hospital payments from certain states including, most significantly, 14 Texas.
We receive annual Medicaid revenues of approximately $100 million, or greater, from each of Texas, California, Nevada, Washington, D.C., Illinois, Pennsylvania, Kentucky, Tennessee, Virginia, Massachusetts, Michigan, Florida, Mississippi and Washington. Most of these programs are approved on a year-to-year basis and there is no assurance that these revenues will continue at their current rates or at all.
In addition, the vast majority of the net revenues generated at our behavioral health facilities located in the United Kingdom are derived from governmental payers.
All of these changes may be expected to reduce our revenue and likely increase the level of uncompensated care provided by our facilities which will have a material adverse effect on us. In addition, the vast majority of the net revenues generated at our behavioral health facilities located in the United Kingdom are derived from governmental payers.
He was elected to the Board of Trustees of Universal Health Realty Income Trust in December, 2008. In August, 2015, he was appointed to the Board of Directors of Premier, Inc., a publicly traded healthcare performance improvement alliance.
He was elected to the Board of Trustees of Universal Health Realty Income Trust in December, 2008. He was a member of the Board of Directors of Premier, Inc. from 2015 until Premier, Inc. was sold in November, 2025. Marc D. Miller is the son of Alan B. Miller, our Executive Chairman of the Board. Mr. Alan B.
We conducted an Employee Engagement Survey and had an overall participation rate of 72% across the organization. 83% of staff indicated “I feel included on my team/work unit.” Engagement efforts such as services awards, safety programs and employee-led service excellence/culture committees has assisted with increased employee retention.
We conducted an Employee Pulse Engagement Survey and had an overall participation rate of 68% across the organization. 81% of staff indicated “I feel included on my team/work unit” and "this organization values employees from different backgrounds".
Employee Development In keeping with our culture of continuous improvement, training opportunities are available for all employees, regardless of level or status. These include formal instructor-led, in-person or virtual training, informal mentoring or networking opportunities, or self-administered online courses. Training programs are designed to assist with personal and skill development, career advancement and succession planning.
These include formal instructor-led, in-person or virtual training, self-administered online courses, formal and informal mentoring or networking opportunities, and career ladders. Our “U Learn” curriculum, with over 60 courses designed to develop employees across their career continuum, has three tracks; “Invest in U”, “Develop U” and “Manage U”.

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Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest changeDuring the period of October 1, 2024 through December 31, 2024, we repurchased the following shares: Additional Dollars Authorized For Repurchase (in thousands) Total number of shares purchased (1) Total number of shares cancelled Average price paid per share for forfeited restricted shares Total Number of shares purchased as part of publicly announced programs (2) Average price paid per share for shares purchased as part of publicly announced program Aggregate purchase price paid (in thousands) Maximum number of dollars that may yet be purchased under the program (in thousands) October, 2024 — 255,848 — $ 0.01 255,000 $ 205.85 $ 52,491 $ 1,021,490 November, 2024 — 747,874 — $ 0.01 746,745 $ 203.71 $ 152,121 $ 869,369 December, 2024 — 250,676 — $ 0.01 250,000 $ 180.03 $ 45,008 $ 824,361 Total October through December $ — 1,254,398 — $ 0.01 1,251,745 $ 199.42 $ 249,620 (1) Includes shares that were repurchased in connection with income tax withholding obligations resulting from the exercise of stock options and the vesting of restricted stock grants.
Biggest changeDuring the period of October 1, 2025 through December 31, 2025, we repurchased the following shares: Additional Dollars Authorized For Repurchase (in thousands) Total number of shares purchased (1) Total number of shares cancelled Average price paid per share for forfeited restricted shares Total Number of shares purchased as part of publicly announced programs (2) Average price paid per share for shares purchased as part of publicly announced program Aggregate purchase price paid (in thousands) Maximum number of dollars that may yet be purchased under the program (in thousands) October, 2025 1,500,000 63,645 — $ 0.01 — $ — $ — $ 1,758,547 November, 2025 — 750,196 — $ 0.01 735,622 $ 231.23 $ 170,097 $ 1,588,450 December, 2025 — 728,847 — $ 0.01 725,000 $ 225.33 $ 163,364 $ 1,425,086 Total October through December $ 1,500,000 1,542,688 — $ 0.01 1,460,622 $ 228.30 $ 333,461 (1) Includes shares that were repurchased in connection with income tax withholding obligations resulting from the exercise of stock options and the vesting of restricted stock grants.
Dividend equivalents are accrued on unvested restricted stock units and are paid upon vesting of the restricted stock unit. Our Credit Agreement contains covenants that include limitations on, among other things, dividends and stock repurchases (see below in Capital Resources-Credit Facilities and Outstanding Debt Securities ). 37 Equity Compensation Refer to Item 12.
Dividend equivalents are accrued on unvested restricted stock units and are paid upon vesting of the restricted stock unit. Our Credit Agreement contains covenants that include limitations on, among other things, dividends and stock repurchases (see below in Capital Resources-Credit Facilities and Outstanding Debt Securities ). 38 Equity Compensation Refer to Item 12.
ITEM 4. Mine Saf ety Disclosures Not applicable. 36 PART II ITEM 5 . Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Our Class B Common Stock is traded on the New York Stock Exchange under the symbol UHS.
ITEM 4. Mine Saf ety Disclosures Not applicable. 37 PART II ITEM 5 . Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Our Class B Common Stock is traded on the New York Stock Exchange under the symbol UHS.
The graph assumes an investment of $100 made in our common stock and each Index as of January 1, 2020 and has been weighted based on market capitalization. Note that our common stock price performance shown below should not be viewed as being indicative of future performance.
The graph assumes an investment of $100 made in our common stock and each Index as of January 1, 2021 and has been weighted based on market capitalization. Note that our common stock price performance shown below should not be viewed as being indicative of future performance.
Also, there is no other plan or program that we have determined to terminate prior to expiration, or under which we do not intend to make further purchases. Dividends During the year ended December 31, 2024 we paid dividends of $0.80 per share.
Also, there is no other plan or program that we have determined to terminate prior to expiration, or under which we do not intend to make further purchases. Dividends During the year ended December 31, 2025 we paid dividends of $0.80 per share.
Stock Price Performance Graph The following graph compares the cumulative total stockholder return on our common stock with the cumulative total return on the stock included in the Standard & Poor’s 500 Index and a Peer Group Index during the five-year period ended December 31, 2024.
Stock Price Performance Graph The following graph compares the cumulative total stockholder return on our common stock with the cumulative total return on the stock included in the Standard & Poor’s 500 Index and a Peer Group Index during the five-year period ended December 31, 2025.
In July, 2024, our Board of Directors authorized a $1.0 billion increase in our stock repurchase program. Pursuant to this program, shares of our Class B Common Stock may be repurchased, from time to time as conditions allow, on the open market or in negotiated private transactions. There is no expiration date for our stock repurchase programs.
In October, 2025, our Board of Directors authorized a $1.5 billion increase in our stock repurchase program. Pursuant to this program, shares of our Class B Common Stock may be repurchased, from time to time as conditions allow, on the open market or in negotiated private transactions. There is no expiration date for our stock repurchase programs.
In addition, for the year ended December 31, 2024, 375,248 shares were repurchased in connection with income tax withholding obligations resulting from stock-based compensation programs. As of December 31, 2024, we had an aggregate available repurchase authorization of $824.4 million pursuant to our stock repurchase program.
In addition, for the year ended December 31, 2025, 369,891 shares were repurchased in connection with income tax withholding obligations resulting from stock-based compensation programs. As of December 31, 2025, we had an aggregate available repurchase authorization of $1.4 billion pursuant to our stock repurchase program.
In addition, during the three-month period ended December 31, 2024, 2,653 shares were repurchased in connection with income tax withholding obligations resulting from stock-based compensation programs. For the year ended December 31, 2024, we have repurchased approximately 2.98 million shares at an aggregate cost of approximately $598.5 million (average price of $200.65 per share).
In addition, during the three-month period ended December 31, 2025, 82,066 shares were repurchased in connection with income tax withholding obligations resulting from stock-based compensation programs. For the year ended December 31, 2025, we have repurchased approximately 4.65 million shares at an aggregate cost of approximately $899.3 million (average price of $193.38 per share).
The number of stockholders of record as of January 31, 2025, were as follows: Class A Common 17 Class B Common 230 Class C Common 1 Class D Common 80 Stock Repurchase Programs As of January 1, 2024, we had an aggregate available repurchase authorization of $422.9 million under our stock repurchase program.
The number of stockholders of record as of January 31, 2026, were as follows: Class A Common 12 Class B Common 223 Class C Common 1 Class D Common 76 Stock Repurchase Programs As of January 1, 2025, we had an aggregate available repurchase authorization of $824.4 million under our stock repurchase program.
As reflected below, during the fourth quarter of 2024, we have repurchased approximately 1.25 million shares at an aggregate cost of approximately $249.6 million (average price of $199.42 per share) pursuant to the terms of our stock repurchase program.
As reflected below, during the fourth quarter of 2025, we have repurchased approximately 1.46 million shares at an aggregate cost of approximately $333.5 million (average price of $228.30 per share) pursuant to the terms of our stock repurchase program.
Company Name / Index 2019 Base 2020 2021 2022 2023 2024 Universal Health Services, Inc. $ 100.00 $ 96.00 $ 91.04 $ 99.57 $ 108.37 $ 128.07 S&P 500 Index $ 100.00 $ 118.40 $ 152.39 $ 124.79 $ 157.59 $ 197.02 Peer Group $ 100.00 $ 114.05 $ 180.63 $ 167.00 $ 191.10 $ 213.16
Company Name / Index 2020 Base 2021 2022 2023 2024 2025 Universal Health Services, Inc. $ 100.00 $ 94.84 $ 103.72 $ 112.89 $ 133.42 $ 162.79 S&P 500 Index $ 100.00 $ 128.71 $ 105.40 $ 133.10 $ 166.40 $ 196.16 Peer Group $ 100.00 $ 158.38 $ 146.42 $ 167.55 $ 186.90 $ 283.61

Item 6. [Reserved]

Selected Financial Data — reserved (removed by SEC in 2021)

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Biggest changeAs of February 26, 2025, we owned and/or operated 359 inpatient facilities and 60 outpatient and other facilities, including the following, located in 39 states, Washington, D.C., the United Kingdom and Puerto Rico: Acute care facilities located in the U.S.: • 28 inpatient acute care hospitals; • 33 free-standing emergency departments, and; • 10 outpatient centers & 1 surgical hospital.
Biggest changeAs of February 25, 2026, we owned and/or operated 375 inpatient facilities and 168 outpatient and other facilities located in 40 states, Washington, D.C., the United Kingdom and Puerto Rico.
Forward-looking statements include, among other things, the information concerning our possible future results of operations, business and growth 39 strategies, financing plans, expectations that regulatory developments or other matters will or will not have a material adverse effect on our business or financial condition, our competitive position and the effects of competition, the projected growth of the industry in which we operate, and the benefits and synergies to be obtained from our completed and any future acquisitions, and statements of our goals and objectives, and other similar expressions concerning matters that are not historical facts.
Forward-looking statements include, among other things, the information concerning our possible future results of operations, business and growth strategies, financing plans, expectations that regulatory developments or other matters will or will not have a material adverse effect on our business or financial condition, our competitive position and the effects of competition, the projected growth of the industry in which we operate, and the benefits and synergies to be obtained from our completed and any future acquisitions, and statements of our goals and objectives, and other similar expressions concerning matters that are not historical facts.
In this Annual Report, we state our beliefs of future events and of our future financial performance. This Annual Report contains “forward-looking statements” that reflect our current estimates, expectations and projections about our future results, performance, prospects and opportunities.
In this Annual Report, we state our beliefs of 40 future events and of our future financial performance. This Annual Report contains “forward-looking statements” that reflect our current estimates, expectations and projections about our future results, performance, prospects and opportunities.
Forward-Looking Statements and Risk Factors You should carefully review the information contained in this Annual Report, and should particularly consider any risk factors that we set forth in this Annual Report on Form 10-K for the year ended December 31, 2024, and in other reports or documents that we file from time to time with the Securities and Exchange Commission (the “SEC”).
Forward-Looking Statements and Risk Factors You should carefully review the information contained in this Annual Report, and should particularly consider any risk factors that we set forth in this Annual Report on Form 10-K for the year ended December 31, 2025, and in other reports or documents that we file from time to time with the Securities and Exchange Commission (the “SEC”).
ITEM 6. [RESERVED] 38 ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to promote an understanding of our operating results and financial condition.
ITEM 6. [RESERVED] 39 ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to promote an understanding of our operating results and financial condition.
Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2023, as filed with the Securities and Exchange Commission on February 27, 2024. Overview Our principal business is owning and operating, through our subsidiaries, acute care hospitals and outpatient facilities and behavioral health care facilities.
Management’s Discussion and Analysis of Financial Condition and Results of Operations in our Annual Report on Form 10-K for the year ended December 31, 2024, as filed with the Securities and Exchange Commission on February 26, 2025. Overview Our principal business is owning and operating, through our subsidiaries, acute care hospitals and outpatient facilities and behavioral health care facilities.
This section generally discusses our results of operations for the year ended December 31, 2024, as compared to the year ended December 31, 2023. For discussion of our result of operations and changes in our financial condition for the year ended December 31, 2023 as compared to the year ended December 31, 2022, please refer to Part II, Item 7.
This section generally discusses our results of operations for the year ended December 31, 2025, as compared to the year ended December 31, 2024. For discussion of our results of operations and changes in our financial condition for the year ended December 31, 2024 as compared to the year ended December 31, 2023, please refer to Part II, Item 7.
Our behavioral health care facilities located in the U.K. generated net revenues of approximately $880 million in 2024 and $761 million in 2023. Total assets at our U.K. behavioral health care facilities were approximately $1.358 billion as of December 31, 2024 and $1.327 billion as of December 31, 2023.
Our behavioral health care facilities located in the U.K. generated net revenues of approximately $1.001 billion in 2025 and $880 million in 2024. Total assets at our U.K. behavioral health care facilities were approximately $1.531 billion as of December 31, 2025 and $1.358 billion as of December 31, 2024.
Net revenues from our acute care hospitals, outpatient facilities and commercial health insurer accounted for 56% of our consolidated net revenues during 2024 and 57% during 2023. Net revenues from our behavioral health care facilities and commercial health insurer accounted for 44% of our consolidated net revenues during 2024 and 43% during 2023.
Net revenues from our acute care hospitals, outpatient facilities and commercial health insurer accounted for approximately 57% of our consolidated net revenues during each of 2025 and 2024. Net revenues from our behavioral health care facilities and commercial health insurer accounted for approximately 43% of our consolidated net revenues during each of 2025 and 2024.
Behavioral health care facilities (331 inpatient facilities and 16 outpatient facilities): Located in the U.S.: • 181 inpatient behavioral health care facilities, and; • 14 outpatient behavioral health care facilities. Located in the U.K.: • 147 inpatient behavioral health care facilities, and; • 2 outpatient behavioral health care facilities. Located in Puerto Rico: • 3 inpatient behavioral health care facilities.
Located in the U.K.: • 161 inpatient behavioral health care facilities, and; • 2 outpatient behavioral health care facilities. Located in Puerto Rico: • 3 inpatient behavioral health care facilities; • 7 outpatient behavioral health care facilities.
Added
We have changed the method of our outpatient behavioral health care facility counts during the third quarter of 2025 and substantially all of the increase from prior periods is related to that change in convention.
Added
Acute care facilities located in the U.S.: • 29 inpatient acute care hospitals; • 35 free-standing emergency departments, and; • 13 outpatient centers & 1 surgical hospital. Behavioral health care facilities (346 inpatient facilities and 119 outpatient facilities): Located in the U.S.: • 182 inpatient behavioral health care facilities, and; • 110 outpatient behavioral health care facilities.

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeIn the event the resolution of the Pavilion and/or Cumberland matters exhausts all or a significant portion of the remaining commercial insurance coverage available to the Company and its subsidiaries related to other matters that occurred in 2020, or the Pavilion and Cumberland matters cause the posting of large bonds or other collateral during the appeal processes, our future results of operations and capital resources would be materially adversely impacted. 21 We are unable to predict the outcome of these matters or to reasonably estimate the amount or range of any such loss; however, these lawsuits and the related publicity and news articles that have been published concerning these matters could have a material adverse effect on our business, financial condition, results of operations and/or cash flows which in turn could cause a decline in our stock price.
Biggest changeWe are unable to predict the outcome of these litigation matters or to reasonably estimate the amount or range of any such loss; however, these lawsuits and the related publicity and news articles that have been published concerning these matters could have a material adverse effect on our business, financial condition, results of operations and/or cash flows which in turn could cause a decline in our stock price.
On November 27, 2019, CMS published a final rule on “Price Transparency Requirements for Hospitals to Make Standard Charges Public.” This rule took effect on January 1, 2021 and requires all hospitals to also make public their payer-specific negotiated rates, minimum negotiated rates, maximum negotiated rates and cash for all items and services, including individual items and services and service packages, that could be provided by a hospital to a patient.
On November 27, 2019, CMS published a final rule on “Price Transparency Requirements for Hospitals to Make Standard Charges Public.” This rule took effect on January 1, 2021 and requires all hospitals to also make public their payer-specific negotiated rates, minimum negotiated rates, maximum negotiated rates and cash for all items and services, 19 including individual items and services and service packages, that could be provided by a hospital to a patient.
We can provide no assurance that reductions to revenues earned pursuant to these programs, particularly in the above-mentioned states, will not have a material adverse effect on our future results of operations. 17 We are subject to uncertainties regarding health care reform. On March 23, 2010, President Obama signed into law the Legislation.
We can provide no assurance that reductions to revenues earned pursuant to these programs, particularly in the above-mentioned states, will not have a material adverse effect on our future results of operations. We are subject to uncertainties regarding health care reform. On March 23, 2010, President Obama signed into law the Legislation.
United Kingdom data protection laws, including the UK Data Protection Act and legislation commonly referred to as the UK GDPR, has required us to implement, and in the future may require us 20 to implement, additional costly, technical and organizational measures designed to protect the privacy and security of each of our patient’s health and related financial information, and other personal information.
United Kingdom data protection laws, including the UK Data Protection Act and legislation commonly referred to as the UK GDPR, has required us to implement, and in the future may require us to implement, additional costly, technical and organizational measures designed to protect the privacy and security of each of our patient’s health and related financial information, and other personal information.
The case was appealed to the U.S. Supreme Court which ultimately held in California v. Texas that the plaintiffs lacked standing to challenge the Legislation’s requirement to obtain minimum essential health insurance coverage, or the individual mandate. The Court dismissed the case without 18 specifically ruling on the constitutionality of the Legislation.
The case was appealed to the U.S. Supreme Court which ultimately held in California v. Texas that the plaintiffs lacked standing to challenge the Legislation’s requirement to obtain minimum essential health insurance coverage, or the individual mandate. The Court dismissed the case without specifically ruling on the constitutionality of the Legislation.
In the event a holder of Class C or Class D Common Stock holds a number of shares of Class A or Class B Common Stock, respectively, less than ten times the number of shares of Class C or Class D Common Stock that holder holds, then that holder will be entitled to only one vote for every share of Class C Common Stock, or one-tenth of a vote for every share of Class D Common Stock, 25 which that holder holds in excess of one-tenth the number of shares of Class A or Class B Common Stock, respectively, held by that holder.
In the event a holder of Class C or Class D Common Stock holds a number of shares of Class A or Class B Common Stock, respectively, less than ten times the number of shares of Class C or Class D Common Stock that holder holds, then that holder will be entitled to only one vote for every share of Class C Common Stock, or one-tenth of a vote for every share of Class D Common Stock, which that holder holds in excess of one-tenth the number of shares of Class A or Class B Common Stock, respectively, held by that holder.
The previous Trump administration's section 1115 waiver policy emphasized work requirements, eligibility restrictions on Medicaid, and capped funding. The second Trump administration may, again, take a similar approach. The Legislation also contained provisions aimed at reducing fraud and abuse in healthcare.
The previous Trump administration's section 18 1115 waiver policy emphasized work requirements, eligibility restrictions on Medicaid, and capped funding. The second Trump administration may, again, take a similar approach. The Legislation also contained provisions aimed at reducing fraud and abuse in healthcare.
While we continuously monitor these factors, our ultimate liability for professional and general liability claims could change materially from our current estimates due to inherent uncertainties involved in making this estimate.
While we continuously monitor these factors, our ultimate liability for professional and general liability claims could change materially from our current estimates due to inherent uncertainties involved in making this 22 estimate.
We have a high concentration of facilities in various geographic areas, including states that have 23 a potentially higher risk of experiencing events such as severe weather conditions and earthquakes.
We have a high concentration of facilities in various geographic areas, including states that have a potentially higher risk of experiencing events such as severe weather conditions and earthquakes.
CMS published a Medicare self-referral disclosure protocol, which is intended to allow providers to self-disclose actual or potential violations of the Stark law.
CMS published 20 a Medicare self-referral disclosure protocol, which is intended to allow providers to self-disclose actual or potential violations of the Stark law.
To the extent that these shares were converted into or exercised for shares of Class B Common Stock, the number of shares of Class B Common Stock available for trading in the public market place would increase substantially and the current holders of Class B Common Stock would own a smaller percentage of that class.
To the extent that these shares are converted into or exercised for shares of Class B Common Stock, the number of shares of Class B Common Stock available for trading in the public market place would increase substantially and the current holders of Class B Common Stock would own a smaller percentage of that class.
While we continue to evaluate the potential impact of the new tariffs on our business, given the uncertainty regarding the scope and duration of any new tariffs, as well as the potential for additional tariffs or trade barriers by the U.S., Mexico, Canada, China or other countries, we can provide no assurance that any strategies we implement to mitigate the impact of such tariffs or other trade actions will be successful.
While we continue to evaluate the potential impact of the new tariffs on our business, given the uncertainty regarding the scope and duration of any new tariffs, as well as the potential for additional 23 tariffs or trade barriers by the U.S., the European Union, Mexico, Canada, China or other countries, we can provide no assurance that any strategies we implement to mitigate the impact of such tariffs or other trade actions will be successful.
We are uncertain as to the ultimate financial exposure related to the Pavilion and Cumberland matters (which relate to occurrences in the 2020 policy year) and we can make no assurances regarding timing or substance of their outcome, or the amount of damages that may be ultimately held recoverable after post-judgment proceedings and appeals.
We are uncertain as to the ultimate financial exposure related to the Cumberland matter (which relate to occurrences in the 2020 policy year) and we can make no assurances regarding timing or substance of their outcome, or the amount of damages that may be ultimately held recoverable after post-judgment proceedings and appeals.
Also as of that date, the shares of Class B and Class D Common Stock (excluding shares issuable upon exercise of options), which constituted 89.2% of the outstanding shares of our Common Stock, had the right to elect two members of the Board of Directors and constituted 9.5% of our general voting power as of that date.
Also as of that date, the shares of Class B and Class D Common Stock (excluding shares issuable upon exercise of options), which constituted 88.9% of the outstanding shares of our Common Stock, had the right to elect two members of the Board of Directors and constituted 9.2% of our general voting power as of that date.
As of December 31, 2024, without reduction for any potential amounts related to the Pavilion and Cumberland matters, the Company and its subsidiaries have aggregate insurance coverage of approximately $221 million remaining under commercial policies for matters applicable to the 2020 policy year (in excess of the applicable self-insured retention amounts of $10 million per single occurrence/$25 million for multi-plaintiff matters for professional liability claims and $3 million per occurrence for general liability claims).
As of December 31, 2025, without reduction for any potential amounts related to the Cumberland matter, the Company and its subsidiaries have aggregate insurance coverage of approximately $143 million remaining under commercial policies for matters applicable to the 2020 policy year (in excess of the applicable self-insured retention amounts of $10 million per single occurrence/$25 million for multi-plaintiff matters for professional liability claims and $3 million per occurrence for general liability claims).
Supreme Court ruling limited the federal government’s ability to expand health insurance coverage by holding unconstitutional sections of the Legislation that sought to withdraw federal funding for state noncompliance with certain Medicaid coverage requirements.
A 2012 U.S. Supreme Court ruling limited the federal government’s ability to expand health insurance coverage by holding unconstitutional sections of the Legislation that sought to withdraw federal funding for state noncompliance with certain Medicaid coverage requirements.
Pursuant to our stock repurchase program, shares of our Class B Common Stock may be repurchased, from time to time as conditions allow, on the open market or in negotiated private transactions. There is no expiration date for our stock repurchase programs. In July 2024, our Board of Directors authorized a $1.0 billion increase to our stock repurchase program.
Pursuant to our stock repurchase program, shares of our Class B Common Stock may be repurchased, from time to time as conditions allow, on the open market or in negotiated private transactions. There is no expiration date for our stock repurchase programs. In October 2025, our Board of Directors authorized a $1.5 billion increase to our stock repurchase program.
In February 2025, the U.S. government imposed or threatened to impose new tariffs, including on imported products from Mexico, Canada and China.
Beginning in February 2025, the U.S. government has imposed or has threatened to impose new tariffs, including on imported products from the European Union, Mexico, Canada and China.
At December 31, 2024, 24.4 million shares of Class B Common Stock were reserved for issuance upon conversion of shares of Class A, C and D Common Stock outstanding, for issuance upon exercise of options to purchase Class B Common Stock and for issuance of stock under other incentive plans.
At December 31, 2025, 21.3 million shares of Class B Common Stock were reserved for issuance upon conversion of shares of Class A, C and D Common Stock outstanding, for issuance upon exercise of options to purchase Class B Common Stock and for 25 issuance of stock under other incentive plans.
As of March 18, 2024, the shares of Class A and Class C Common Stock, which constituted 10.8% of the aggregate outstanding shares of our Common Stock, had the right to elect five members of the Board of Directors and constituted 90.5% of our general voting power as of that date.
As of March 17, 2025, the shares of Class A and Class C Common Stock, which constituted 11.1% of the aggregate outstanding shares of our Common Stock, had the right to elect five members of the Board of Directors and constituted 90.8% of our general voting power as of that date.
We receive Medicaid DSH payments in certain states including, most significantly, Texas. We are therefore particularly sensitive to potential reductions in Medicaid and other state-based revenue programs as well as regulatory, economic, environmental and competitive changes in those states.
Reductions are imposed on states based on percentage of uninsured individuals, Medicaid utilization and uncompensated care. We receive Medicaid DSH payments in certain states including, most significantly, Texas. We are therefore particularly sensitive to potential reductions in Medicaid and other state-based revenue programs as well as regulatory, economic, environmental and competitive changes in those states.
Changes U.S. and other countries’ trade policies and other factors beyond our control may adversely impact our business and operating results. 22 Changes in laws or policies governing the terms of foreign trade, and in particular increased trade restrictions, tariffs or taxes on imports from where our import products or materials (either directly or through our suppliers) could have an impact on our competitive position, business operations and financial results.
Changes in laws or policies governing the terms of foreign trade, and in particular increased trade restrictions, tariffs or taxes on imports from where our import products or materials (either directly or through our suppliers) could have an impact on our competitive position, business operations and financial results.
Davidow and Cumberland liable and awarded these three plaintiffs combined compensatory damages of $60 million for all liability theories, an additional combined $180 million in trebled damages for violation of the VCPA, and an additional combined $120 million in punitive damages.
Davidow and Cumberland liable and awarded these three plaintiffs combined compensatory damages of $60 million for all liability theories, an additional combined $180 million in trebled damages for violation of the VCPA, and an additional combined $120 million in punitive damages. Cumberland has filed post-trial motions challenging this verdict, including the amounts awarded in the verdict.
In addition, government regulation intended to mitigate the impact of climate change, severe weather patterns, or natural disasters could result in additional required capital expenditures to comply with such regulation without a corresponding increase in our revenues. In addition, technological developments and pharmaceutical improvements may reduce the demand for healthcare services or the profitability of the services we offer.
In addition, government regulation intended to mitigate the impact of climate change, severe weather patterns, or natural disasters could result in additional required capital expenditures to comply with such regulation without a corresponding increase in our revenues.
Continuing Inflationary Pressures continue to increase our operating costs and we may not be able to pass on increases in costs commensurate with these increases in costs. We are experiencing inflationary pressures, primarily in personnel costs, and we anticipate continuing impacts on other cost areas within the next twelve months.
As inflationary pressures increase our operating costs, we may be unable to pass on the increased costs associated with providing healthcare services to our patients. We are experiencing inflationary pressures, primarily in personnel costs, and we anticipate continuing impacts on other cost areas within the next twelve months.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, Sources of Revenue-Medicare , for additional disclosure. Beginning in 2025 and continuing through 2027, the Medicaid disproportionate share hospital (“DSH”) allotment to the states from federal funds will be reduced.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, Sources of Revenue-Medicare , for additional disclosure. Beginning in federal fiscal year 2028, the Medicaid disproportionate share hospital (“DSH”) allotment to the states from federal funds will be reduced. During the reduction period, state Medicaid DSH allotments from federal funds will be reduced by $8 billion.
During 2024, in conjunction with this program, we have repurchased approximately 3.0 million shares at an aggregate cost of approximately $599 million. As of December 31, 2024, we had an aggregate available repurchase authorization of approximately $824 million.
During 2025, in conjunction with this program, we have repurchased approximately 4.7 million shares at an aggregate cost of approximately $899 million. As of December 31, 2025, we had an aggregate available repurchase authorization of approximately $1.425 billion.
However, under the HITECH Act, hospitals must continue to meet the applicable criteria in each fiscal year or they will be subject to a market basket update reduction in a subsequent fiscal year.
However, under the HITECH Act, hospitals must continue to meet the applicable criteria in each fiscal year or they will be subject to a market basket update reduction in a subsequent fiscal year. Failure of our acute care hospitals to continue to meet the applicable criteria would have an adverse effect on our future net revenues and results of operations.
While to date no incident had a material impact on our operations or financial results, we cannot guarantee that material incidents will not occur in the future.
Although we continue to regularly review and enhance our IT systems and cybersecurity controls, we and our third-party provider have experienced, and may experience in the future, cybersecurity incidents. While to date no incident had a material impact on our operations or financial results, we cannot guarantee that material incidents will not occur in the future.
A worsening of economic and employment conditions in the United States could materially affect our business and future results of operations. Our patient volumes, revenues and financial results depend significantly on the universe of patients with health insurance, which to a large extent is dependent on the employment status of individuals in our markets.
Our patient volumes, revenues and financial results depend significantly on the universe of patients with health insurance, which to a large extent is dependent on the employment status of individuals in our markets. Worsening of economic conditions, including inflation and rising interest rates, may result in a higher unemployment rate which may increase the number of individuals without health insurance.
The Trump administration has already taken steps to undo certain Biden-era executive orders, including those intended to lower drug costs for beneficiaries, and to freeze funding for federal programs.
The IRA also continued certain subsidies for individuals to obtain private health insurance under the Legislation through 2025. These enhanced subsidies expired on December 31, 2025. The Trump administration has already taken steps to undo certain Biden-era executive orders, including those intended to lower drug costs for beneficiaries, and to freeze funding for federal programs.
Miller, our Chief Executive Officer, President and a director, and they can elect a majority of our company’s directors and effect or reject most actions requiring approval by stockholders without the vote of any other stockholders, there are potential conflicts of interest in overseeing the management of our company.
Miller, our Chief Executive Officer, President and a director, and they can elect a majority of our company’s directors and effect or reject most actions requiring approval by stockholders without the vote of any other stockholders, there are potential conflicts of interest in overseeing the management of our company. 26 In addition, because this concentrated control could discourage others from initiating any potential merger, takeover or other change of control transaction that may otherwise be beneficial to our businesses, our business and prospects and the trading price of our securities could be adversely affected.
Failure of our acute care hospitals to continue to meet the applicable criteria would have an adverse effect on our future net revenues and results of operations. 19 If we fail to comply with extensive laws and government regulations, we could suffer civil or criminal penalties or be required to make significant changes to our operations that could reduce our revenue and profitability.
If we fail to comply with extensive laws and government regulations, we could suffer civil or criminal penalties or be required to make significant changes to our operations that could reduce our revenue and profitability.
We cannot predict, however, whether financing for our growth plans and capital expenditure programs will be available to us on satisfactory terms when needed, which could harm our business. 24 To fund all or a portion of our future financing needs, we rely on borrowings from various sources including fixed rate, long-term debt as well as borrowings pursuant to our revolving credit facility.
To fund all or a portion of our future financing needs, we rely on borrowings from various sources including fixed rate, long-term debt as well as borrowings pursuant to our revolving credit facility.
Conversely, certain facilities will receive reduced reimbursement for failing to meet quality parameters; such hospitals will include those with excessive readmission or hospital-acquired condition rates. As a result of the 2024 federal elections and the Braidwood Management v. Becerra litigation currently before the U.S.
Conversely, certain facilities will receive reduced reimbursement for failing to meet quality parameters; such hospitals will include those with excessive readmission or hospital-acquired condition rates. As a result of the 2024 and upcoming 2026 federal elections it remains unclear what portions of that legislation may remain, or what any replacement or alternative programs may be created by future legislation.
There are approximately 40 additional plaintiffs making similar allegations with claims pending in the Cumberland Litigation. We expect that the trials for the remaining plaintiffs, as well as any additional plaintiffs, will be scheduled at various times over the next several years and will continue to be tried in small groups.
We expect that the trials for the remaining plaintiffs, as well as any additional plaintiffs, will be scheduled at various times over the next several years. The next trial is tentatively planned to commence in August, 2026.
Worsening of economic conditions, including inflation and rising interest rates, may result in a higher unemployment rate which may increase the number of individuals without health insurance. As a result, our facilities may experience a decrease in patient volumes, particularly in less intense, more elective service lines, or an increase in services provided to uninsured patients.
As a result, our facilities may experience a decrease in patient volumes, particularly in less intense, more elective service lines, or an increase in services provided to uninsured patients. These factors could have a material unfavorable impact on our future patient volumes, revenues and operating results.
We are currently contesting the Citation as to the UHS Entities who were not parties to the litigation as well as the breadth and scope of the Citation issued to the Pavilion. • Cumberland Hospital for Children and Adolescents (“Cumberland”), an indirect subsidiary of the Company, is a defendant in multi-plaintiff lawsuits filed in the Circuit Court for Richmond, Virginia (the “Cumberland Litigation”), relating to allegations of inappropriate sexual contact during medical examinations by Dr.
Defending ourselves against the allegations in the lawsuits and governmental investigations, or similar matters and any related publicity, could potentially entail significant costs and could require significant attention from our management and our reputation could suffer significantly. 21 For example, as discussed elsewhere herein, Cumberland Hospital for Children and Adolescents (“Cumberland”), an indirect subsidiary of the Company, is a defendant in multi-plaintiff lawsuits filed in the Circuit Court for Richmond, Virginia (the “Cumberland Litigation”), relating to allegations of inappropriate sexual contact during medical examinations by Dr.
Constitution and that the coverage of certain HIV prevention medication violates the Religious Freedom Restoration Act. The government has appealed the decision to the U.S. Supreme Court. We are unable to predict the outcome of this litigation or its potential impact at this time.
Constitution and that the coverage of certain HIV prevention medication violates the Religious Freedom Restoration Act. The matter was ultimately appealed before the U.S. Supreme Court, which in its June 2025 Kennedy v. Braidwood Management decision, opined in favor of HIV preventive care coverage. The impact of this decision on us cannot be predicted.
These factors could have a material unfavorable impact on our future patient volumes, revenues and operating results. In addition, as of December 31, 2024, we had approximately $3.9 billion of goodwill recorded on our consolidated balance sheets.
In addition, as of December 31, 2025, we had approximately $4.0 billion of goodwill recorded on our consolidated balance sheet.
Cumberland is evaluating all legal options and intends to challenge this verdict, including the amounts awarded in the verdict, in post-trial proceedings and on appeal. Based upon Virginia law, we expect that the punitive damage amount should be reduced to a combined maximum of $1.05 million as a matter of law.
Based upon Virginia law, the Court has recently reduced the punitive damage amount to a combined maximum of $1.05 million ($350,000 per plaintiff). Cumberland has filed a notice of appeal on the remaining verdict.
Additional increases in interest rates and the effect on capital markets could adversely affect our ability to carry out our strategy. Risks Related to Our Common Stock The number of outstanding shares of our Class B Common Stock is subject to potential increases or decreases.
We expect that we will refinance the 2026 Notes at significantly higher interest rates which will significantly increase our interest expense thereby decreasing our net income attributable to UHS. Risks Related to Our Common Stock The number of outstanding shares of our Class B Common Stock is subject to potential increases or decreases.
Removed
Such reductions have been delayed several times, most recently under the American Relief Act 2025, which delayed the DSH reductions through March 31, 2025. During the reduction period, state Medicaid DSH allotments from federal funds will be reduced by $8 billion annually. Reductions are imposed on states based on percentage of uninsured individuals, Medicaid utilization and uncompensated care.
Added
Plaintiffs have separately filed a notice of appeal seeking to challenge the dismissal of the Company and UHS Delaware during trial, and the Court’s order reducing the punitive damages award against Cumberland.
Removed
Supreme Court, it remains unclear what portions of that legislation may remain, or what any replacement or alternative programs may be created by future legislation. A 2012 U.S.
Added
These appeals were recently dismissed by the appellate court without prejudice as premature because the judgments in favor of the first three plaintiffs are neither final nor enforceable at this time. There are approximately 40 additional plaintiffs making similar allegations with claims pending in the Cumberland Litigation. The Company and UHS Delaware remain defendants with respect to the remaining plaintiffs.
Removed
The IRA also continued certain subsidies for individuals to obtain private health insurance under the Legislation through 2025. The effect of the 2024 federal elections on IRA price negotiation provisions or on the likelihood of extended health insurance enrollment subsidies beyond 2025 is not yet known.
Added
In the event the resolution of the Cumberland matter exhausts all or a significant portion of our/our subsidiaries' remaining commercial insurance coverage related to the 2020 policy year, or the Cumberland matter causes the posting of large bonds or other collateral during the appeal processes, our future results of operations and capital resources would be materially adversely impacted.
Removed
Defending ourselves against the allegations in the lawsuits and governmental investigations, or similar matters and any related publicity, could potentially entail significant costs and could require significant attention from our management and our reputation could suffer significantly.
Added
UHS Delaware is also a defendant in a lawsuit filed in Washoe County, Nevada, along with Pinnacle Management Group NV, LLC ("Pinnacle Medical Group", in which a subsidiary of the Company holds a 50% interest) and several individuals. The Company was previously dismissed from the lawsuit.
Removed
For example, as discussed elsewhere herein: • On March 28, 2024, a jury returned a verdict for compensatory damages of $60 million and punitive damages of $475 million and a related judgment was entered against The Pavilion Behavioral Health System (the “Pavilion”), an indirect subsidiary of the Company.
Added
The lawsuit contains allegations of intentional interference with contractual relationships and prospective economic advantage resulting from the departure of several physicians from St. Mary’s Medical Group in Reno, Nevada, who joined Pinnacle Medical Group in 2021.
Removed
In an order dated October 10, 2024, the trial court ordered a remittitur of punitive damages from $475 million to $120 million. The court denied the Pavilion’s request for reduction of compensatory damages. The Pavilion has filed an appeal of the remaining judgment and the Plaintiff filed a cross appeal of the remittitur of punitive damages.
Added
A trial of this matter was concluded on September 26, 2025, with a verdict rendered against UHS Delaware and the other defendants for approximately $4.7 million in compensatory damages. The jury also awarded punitive damages against UHS Delaware of $500 million and lesser amounts against some of the other defendants.
Removed
Plaintiff has filed and served a Citation to Discover Assets ("Citation") on the Pavilion as well as Universal Health Services, Inc., and UHS of Delaware, Inc. ("UHS Entities") for the purported purpose of executing on the judgment during the pendency of the appeal.
Added
Based upon Nevada statutory law, we expect the punitive damages to be reduced to a maximum of approximately $14 million. We also believe that recent Nevada Supreme Court precedent could further reduce the amount of punitive damages.
Removed
Although we continue to regularly review and enhance our IT systems and cybersecurity controls, we and our third-party provider have experienced, and may experience in the future, cybersecurity incidents. See “Item 1A.
Added
UHS Delaware, and the other defendants are evaluating all legal options and intend to challenge this verdict in post-judgment trial court proceedings and on appeal.
Removed
Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2023 (as filed on February 27, 2024) for information regarding the 2024 cyber incident at UnitedHealth Group Incorporated and the cyber incident we experienced in 2020.
Added
We are uncertain as to the ultimate financial exposure related to this matter and we can make no assurance regarding its outcome, or the amount of damages that may be recoverable after post-judgment proceedings and appeals.
Removed
In addition, because this concentrated control could discourage others from initiating any potential merger, takeover or other change of control transaction that may otherwise be beneficial to our businesses, our business and prospects and the trading price of our securities could be adversely affected.
Added
If we are unsuccessful in reversing the verdict, or significantly reducing the level of damages, or we are required to post a substantial bond pending appeal, this matter could have a material adverse effect on the financial condition of the Company.
Added
Changes to U.S. and other countries’ trade policies and other factors beyond our control may adversely impact our business and operating results.
Added
In addition, technological developments and pharmaceutical improvements may reduce the demand for healthcare services or the profitability of the services we offer. 24 A worsening of economic and employment conditions in the United States could materially affect our business and future results of operations.
Added
We cannot predict, however, whether financing for our growth plans and capital expenditure programs will be available to us on satisfactory terms when needed, which could harm our business.
Added
Additional increases in interest rates and the effect on capital markets could adversely affect our ability to carry out our strategy. Our $700 million, 1.65% senior notes ("2026 Notes") mature on September 1, 2026. Market interest rates have increased significantly since the 2026 Notes were issued in 2021.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

5 edited+0 added−0 removed8 unchanged
Biggest changeAlthough we do not anticipate nonperformance by our counterparties to interest rate swap agreements, the counterparties expose us to credit risk in the event of nonperformance. We do not hold or issue derivative financial instruments for trading purposes. 75 When applicable, we measure our interest rate swaps at fair value on a recurring basis.
Biggest changeWhen applicable, we assess the effectiveness of our hedge instruments on a quarterly basis. 77 Although we do not anticipate nonperformance by our counterparties to interest rate swap agreements, the counterparties expose us to credit risk in the event of nonperformance. We do not hold or issue derivative financial instruments for trading purposes.
The table below presents information about our long-term financial instruments that are sensitive to changes in interest rates as of December 31, 2024. For debt obligations, the table presents principal cash flows and related weighted-average interest rates by contractual maturity dates.
The table below presents information about our long-term financial instruments that are sensitive to changes in interest rates as of December 31, 2025. For debt obligations, the table presents principal cash flows and related weighted-average interest rates by contractual maturity dates.
The fair value of our interest rate swaps is based on quotes from our counterparties. We consider those inputs to be “level 2” in the fair value hierarchy as outlined in the authoritative guidance for disclosures in connection with derivative instruments and hedging activities.
When applicable, we measure our interest rate swaps at fair value on a recurring basis. The fair value of our interest rate swaps is based on quotes from our counterparties. We consider those inputs to be “level 2” in the fair value hierarchy as outlined in the authoritative guidance for disclosures in connection with derivative instruments and hedging activities.
The fair value of interest rate swap agreements approximates the amount at which they could be settled, based on estimates obtained from the counterparties. When applicable, we assess the effectiveness of our hedge instruments on a quarterly basis.
The fair value of interest rate swap agreements approximates the amount at which they could be settled, based on estimates obtained from the counterparties.
Maturity Date, Fiscal Year Ending December 31 (dollar amounts in thousands) 2025 2026 2027 2028 2029 Thereafter Total Long-term debt: Fixed rate: Debt $ 10,059 $ 708,317 $ 11,501 $ 12,402 $ 508,665 $ 1,931,356 $ 3,182,300 Average interest rates 3.2 % 3.2 % 3.7 % 3.6 % 3.6 % 3.8 % 3.5 % Variable rate: Debt $ 30,000 $ 30,000 60,000 60,000 1,142,241 0 $ 1,322,241 Average interest rates 5.8 % 5.8 % 5.8 % 5.8 % 5.8 % 0.0 % 5.8 % Interest rate swaps: Notional amount Average interest rates As calculated based upon our variable rate debt outstanding as of December 31, 2024 that is subject to interest rate fluctuations, each 1% change in interest rates would impact our pre-tax income by approximately $13 million.
Maturity Date, Fiscal Year Ending December 31 (dollar amounts in thousands) 2026 2027 2028 2029 2030 Thereafter Total Long-term debt: Fixed rate: Debt $ 710,658 $ 10,744 $ 11,535 $ 508,696 $ 807,994 $ 1,132,228 $ 3,181,855 Average interest rates 3.2 % 3.6 % 3.6 % 3.6 % 3.4 % 4.1 % 3.6 % Variable rate: Debt $ 37,500 $ 60,000 60,000 1,413,196 0 0 $ 1,570,696 Average interest rates 5.1 % 5.1 % 5.1 % 5.1 % 0.0 % 0.0 % 5.1 % Interest rate swaps: Notional amount Average interest rates As calculated based upon our variable rate debt outstanding as of December 31, 2025 that is subject to interest rate fluctuations, each 1% change in interest rates would impact our pre-tax income by approximately $16 million.

Other UHS 10-K year-over-year comparisons