Edgar Filing: MILLER ALAN B

SEC Form 4

FORM 4

[ ] Check this box if no longer
subject to Section 16. Form 4 or Form
5 obligations may continue.
See Instruction 1(b).

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, Section 17(a) of the Public Utility
Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person^*

Miller, Alan B.

(Last) (First) (Middle)

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.

3. I.R.S. Identification
    Number of Reporting
    Person, if an entity
    (voluntary)

4. Statement for
(Month/Day/Year

03/27/2003

5. If Amendment,
Date of Original
(Month/Day/Year)

6. Relationship of Reporting Person(s) to Issuer

(Check all applicable)

X Director X 10% Owner

X Officer (give title below) Other (specify below)

Description Chairman, President & CEO

7. 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. Owner-
    ship
    Form:
    Direct (D)
    or
    Indirect (I)

    (Instr. 4)

7. Nature of
     Indirect
     Beneficial
     Ownership

    (Instr. 4)

Code

Amount

A/D

Price

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. Conver-
    sion or
    Exercise
    Price of
    Deri-
    vative
    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(DE) and
Expiration Date(ED)
(Month/Day/Year)

7. Title and Amount of
Underlying Securities
(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. Owner-
ship
Form of
Deriv-
ative
Securities:
Direct (D)
or
Indirect (I)

(Instr.4)

11. Nature of
      Indirect
      Beneficial
      Ownership
      (Instr.4)

Code

Title

Amount or Number of Shares

Class A Common Stock

1-for-1

03/27/2003

G(2)

566,619

Immed.

n/a

Class B Common Stock

566,619

933,381

A. Miller Family LLC

Class A Common Stock

1-for-1

03/27/2003

G(2)

188,873

Immed.

n/a

Class B Common Stock

188,873

The Abbey Danielle Miller 2002 GRAT

Class A Common Stock

1-for-1

03/27/2003

G(2)

188,873

Immed.

n/a

Class B Common Stock

188,873

The Marc Daniel Miller 2002 GRAT

Class A Common Stock

1-for-1

03/27/2003

G(2)

188,873

Immed.

n/a

Class B Common Stock

188,873

The Marni Spencer Miller 2002 GRAT

Class A Common Stock

1-for-1

03/27/2003

J(3)

188,873

Immed.

n/a

Class B Common Stock

188,873

None

The Abbey Danielle Miller 2002 GRAT

Class A Common Stock

1-for-1

03/27/2003

J(3)

188,873

Immed.

n/a

Class B Common Stock

188,873

None

The Marc Daniel Miller 2002 GRAT

Class A Common Stock

1-for-1

03/27/2003

J(3)

188,873

Immed.

n/a

Class B Common Stock

188,873

None

The Marni Spencer 2002 GRAT

Class A Common Stock

1-for-1

03/27/2003

G(4)

188,873

Immed.

n/a

Class B Common Stock

188,873

The Abbey Danielle Miller 2003 GRAT

Class A Common Stock

1-for-1

03/27/2003

G(4)

188,873

Immed.

n/a

Class B Common Stock

188,873

The Marc Daniel Miller 2003 GRAT

Class A Common Stock

1-for-1

03/27/2003

G(4)

188,873

Immed.

n/a

Class B Common Stock

188,873

The Marni Spencer 2003 GRAT

Explanation of Responses:

(1) The Issuer's Class A Common Stock ("Class A Common") is convertible into Class B Common Stock of the Issuer on a 1-for-1 basis.
2) The A. Miller Family LLC divested 566,619 shares of Class A Common on March 27, 2003. The divested stock was gifted in the following manner: (i) 188,873 shares to The Abbey Danielle Miller 2002 GRAT, (ii) 188,873 shares to The Marc Daniel Miller 2002 GRAT and (iii) 188,873 shares to The Marni Spencer 2002 GRAT.
(3) On March 27, 2003, each of The Abbey Danielle Miller 2002 GRAT, The Marc Daniel Miller 2002 GRAT and The Marni Spencer 2002 GRAT transferred 188,873 shares of Class A Common to Alan B. Miller.
(4) On March 27, 2003, Alan B. Miller gifted 566,619 shares of Class A Common in the following manner (i) 188,873 shares to The Abbey Danielle Miller 2003 GRAT, (ii) 188,873 shares to The Marc Daniel Miller 2003 GRAT and (iii) 188,873 shares to The Marni Spencer 2003 GRAT.

By:	Date:
/s/ Alan B. Miller	03/31/2003

** Signature of Reporting Person	SEC 1474 (9-02)
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. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.