SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
MILLER ALAN B

(Last) (First) (Middle)
UNIVERSAL CORPORATE CENTER
367 SOUTH GULPH ROAD

(Street)
KING OF PRUSSIA PA 19406

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
UNIVERSAL HEALTH SERVICES INC [ UHS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
X Officer (give title below) Other (specify below)
Chairman, President and CEO
3. Date of Earliest Transaction (Month/Day/Year)
11/18/2005
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Class B Common Stock 11/18/2005 M(1) 600,000 A $42.4063(2) 1,018,515 D
Class B Common Stock 11/18/2005 F 522,031 D $48.74 496,484 D
Class B Common Stock 11/21/2005 S 5,000 D $48.55 491,484 D
Class B Common Stock 11/21/2005 S 200 D $48.45 491,284 D
Class B Common Stock 11/21/2005 S 5,100 D $48.42 486,184 D
Class B Common Stock 11/21/2005 S 100 D $48.41 486,084 D
Class B Common Stock 11/21/2005 S 4,700 D $48.4 481,384 D
Class B Common Stock 11/21/2005 S 500 D $48.38 480,884 D
Class B Common Stock 11/21/2005 S 1,000 D $48.37 479,884 D
Class B Common Stock 11/21/2005 S 700 D $48.36 479,184 D
Class B Common Stock 11/21/2005 S 2,700 D $48.35 476,484 D
Class B Common Stock 33,000 I Alan B. Miller Family Foundation
Class B Common Stock 400,000(3) I MMA Family, LLC(4)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Option to Purchase Class B Common Stock $42.4063 11/18/2005 M 600,000 01/17/2002 01/17/2006 Class B Common Stock 600,000 $42.4063 0 D
Explanation of Responses:
1. Consists of Class B Common Stock of Universal Health Services, Inc. (the "Class B Shares") issued upon exercise of stock options to purchase Class B Shares, at an exercise price of $42.4063 per share.
2. Exercise price of $42.4063 per share was satisfied through the delivery of 522,031 Class B Shares held by the Reporting Person with a fair market value of $48.74 per share.
3. Alan B. Miller transferred one-third of his 95% membership interest in MMA Family, LLC on September 30, 2005 to each of The Marc Daniel Miller 2005 GRAT, The Marni Spencer 2005 GRAT and The Abby Miller King 2005 GRAT (each, a "GRAT"). The Trustees of each GRAT are Alan B. Miller, Marc Daniel Miller and Anthony Pantaleoni.
4. Includes 380,000 shares of Class B Common Stock contributed by Mr. Miller and 20,000 shares of Class B Common Stock contributed by Mr. Miller's spouse which are beneficially owned by him.
Alan B. Miller 11/22/2005
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.