Sec Form 4 Filing - MILLER ALAN B @ UNIVERSAL HEALTH SERVICES INC - 2020-08-07

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 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 and CEO (Last) (First) (Middle) UNIVERSAL HEALTH SERVICES, INC., 367 SOUTH GULPH ROAD 3. Date of Earliest Transaction (MM/DD/YY) 08/07/2020 (Street) KING OF PRUSSIA, PA19406 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 08/07/2020 J( 1 ) 29,503 D $ 0 24,180 I AMK 2014 LLC as held by The Abby Miller King 2019 GRAT Class B Common Stock 08/07/2020 J( 1 ) 29,503 A $ 0 29,503 I AMK 2014 LLC as held by Alan B. Miller Class B Common Stock 08/07/2020 J( 2 ) 29,569 D $ 0 0 I AMK 2014 LLC as held by The Abby Miller King 2018 GRAT Class B Common Stock 08/07/2020 J( 2 ) 29,569 A $ 0 59,072 I AMK 2014 LLC as held by Alan B. Miller Class B Common Stock 08/07/2020 J( 1 ) 29,503 D $ 0 24,180 I MS 2014 LLC as held by The Marni Spencer 2019 GRAT Class B Common Stock 08/07/2020 J( 1 ) 29,503 A $ 0 29,503 I MS 2014 LLC as held by Alan B. Miller Class B Common Stock 08/07/2020 J( 2 ) 29,569 D $ 0 0 I MS 2014 LLC as held by The Marni Spencer 2018 GRAT Class B Common Stock 08/07/2020 J( 2 ) 29,569 A $ 0 59,072 I MS 2014 LLC as held by Alan B. Miller Class B Common Stock 08/07/2020 J( 1 ) 55,712 D $ 0 45,621 I MDM 2014 LLC as held by the Marc Daniel Miller 2019 GRAT Class B Common Stock 08/07/2020 J( 1 ) 55,712 A $ 0 55,712 I MDM 2014 LLC as held by Alan B. Miller Class B Common Stock 08/07/2020 J( 2 ) 74,660 D $ 0 0 I MDM 2014 LLC as held by The Marc Daniel Miller 2018 GRAT Class B Common Stock 08/07/2020 J( 2 ) 74,660 A $ 0 130,372 I MDM 2014 LLC as held by Alan B. Miller Class B Common Stock 08/07/2020 J( 3 ) 59,072 D $ 0 0 I AMK 2014 LLC as held by Alan B. Miller Class B Common Stock 08/07/2020 J( 3 ) 59,072 A $ 0 59,072 I AMK 2014 LLC as held by The Abby Miller King 2020 GRAT Class B Common Stock 08/07/2020 J( 4 ) 59,072 D $ 0 0 I MS 2014 LLC as held by Alan B. Miller Class B Common Stock 08/07/2020 J( 4 ) 59,072 A $ 0 59,072 I MS 2014 LLC as held by The Marni Spencer 2020 GRAT Class B Common Stock 08/07/2020 J( 5 ) 130,372 D $ 0 0 I MDM 2014 LLC as held by Alan B. Miller Class B Common Stock 08/07/2020 J( 5 ) 130,372 A $ 0 130,372 I MDM 2014 LLC as held by the Marc Daniel Miller 2020 GRAT Class B Common Stock 671,256 D Class B Common Stock 150,000 I Abby Miller King 2020 GRAT Class B Common Stock 0 I AMK 2014 LLC Class B Common Stock 16,748 I AMK 2014 LLC held by The Abby Danielle Miller 2002 Trust Class B Common Stock 55,763 I By The Abby Miller King 2011 Family Trust Class B Common Stock 200,000 I Marc Daniel Miller 2020 GRAT Class B Common Stock 150,000 I Marni Spencer 2020 GRAT Class B Common Stock 24,007 I MDM 2014 LLC held by The Marc Daniel Miller 2002 Trust Class B Common Stock 16,748 I MS 2014 LLC held by The Marni Spencer 2002 Trust Class B Common Stock 9,810 I The Alan and Jill Miller Foundation Class B Common Stock 59,900 I The Marc Daniel Miller 2011 Family Trust Class B Common Stock 55,763 I The Marni Spencer 2011 Family Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares Class A Common Stock ( 6 ) 08/07/2020 J( 1 ) 29,503 ( 7 ) ( 8 ) Class B Common Stock 29,503 $ 0 24,180 I AMK 2014 LLC as held by The Abby Miller King 2019 GRAT Class A Common Stock ( 9 ) 08/07/2020 J( 1 ) 29,503 ( 10 ) ( 11 ) Class B Common Stock 29,503 $ 0 29,503 I AMK 2014 LLC as held by Alan B. Miller Class A Common Stock ( 9 ) 08/07/2020 J( 2 ) 29,569 ( 12 ) ( 13 ) Class B Common Stock 29,569 $ 0 0 I AMK 2014 LLC held by the Abby Miller King 2018 GRAT Class A Common Stock ( 9 ) 08/07/2020 J( 2 ) 29,569 ( 10 ) ( 11 ) Class B Common Stock 29,569 $ 0 59,072 I AMK 2014 LLC as held by Alan B. Miller Class A Common Stock ( 6 ) 08/07/2020 J( 1 ) 29,503 ( 7 ) ( 8 ) Class B Common Stock 29,503 $ 0 24,180 I MS 2014 LLC as held by The Marni Spencer 2019 GRAT Class A Common Stock ( 9 ) 08/07/2020 J( 1 ) 29,503 ( 10 ) ( 11 ) Class B Common Stock 29,503 $ 0 29,503 I MS 2014 LLC as held by Alan B. Miller Class A Common Stock ( 9 ) 08/07/2020 J( 2 ) 29,569 ( 10 ) ( 11 ) Class B Common Stock 29,569 $ 0 59,072 I MS 2014 LLC as held by Alan B. Miller Class A Common Stock ( 9 ) 08/07/2020 J( 2 ) 29,569 ( 12 ) ( 13 ) Class B Common Stock 29,569 $ 0 0 I MS 2014 LLC as held by The Marni Spencer 2018 GRAT Class A Common Stock ( 6 ) 08/07/2020 J( 1 ) 41,783 ( 7 ) ( 8 ) Class B Common Stock 41,783 $ 0 34,216 I MDM 2014 LLC as held by The Marc Daniel Miller 2019 GRAT Class A Common Stock ( 9 ) 08/07/2020 J( 1 ) 41,783 ( 10 ) ( 11 ) Class B Common Stock 41,783 $ 0 41,783 I MDM 2014 LLC as held by Alan B. Miller Class A Common Stock ( 9 ) 08/07/2020 J( 2 ) 55,996 ( 12 ) ( 13 ) Class B Common Stock 55,996 $ 0 0 I MDM 2014 LLC as held by The Marc Daniel Miller 2018 GRAT Class A Common Stock ( 9 ) 08/07/2020 J( 2 ) 55,996 ( 10 ) ( 11 ) Class B Common Stock 55,996 $ 0 97,779 I MDM 2014 LLC as held by Alan B. Miller Class A Common Stock ( 9 ) 08/07/2020 J( 5 ) 97,779 ( 10 ) ( 11 ) Class B Common Stock 97,779 $ 0 0 I MDM 2014 LLC as held by Alan B. Miller Class A Common Stock ( 6 ) 08/07/2020 J( 5 ) 97,779 ( 7 ) ( 8 ) Class B Common Stock 97,779 $ 0 97,779 I MDM 2014 LLC as held by the Marc Daniel Miller 2020 GRAT Class A Common Stock ( 9 ) 08/07/2020 J( 3 ) 59,072 ( 10 ) ( 11 ) Class B Common Stock 59,072 $ 0 0 I AMK 2014 LLC as held by Alan B. Miller Class A Common Stock ( 9 ) 08/07/2020 J( 3 ) 59,072 ( 7 ) ( 8 ) Class B Common Stock 59,072 $ 0 59,072 I AMK 2014 LLC as held by The Abby Miller King 2020 GRAT Class A Common Stock ( 9 ) 08/07/2020 J( 4 ) 59,072 ( 10 ) ( 11 ) Class B Common Stock 59,072 $ 0 0 I MS 2014 LLC as held by Alan B. Miller Class A Common Stock ( 6 ) 08/07/2020 J( 4 ) 59,072 ( 7 ) ( 8 ) Class B Common Stock 59,072 $ 0 59,072 I MS 2014 LLC as held by The Marni Spencer 2020 GRAT Class A Common Stock ( 14 ) ( 15 ) ( 13 ) Class B Common Stock 258,630 258,630 I The Alan B. Miller 2002 Trust Class A Common Stock ( 9 ) ( 12 ) ( 13 ) Class B Common Stock 16,748 16,748 I MS 2014 LLC held by The Marni Spencer 2002 Trust Class A Common Stock ( 9 ) ( 12 ) ( 13 ) Class B Common Stock 18,005 18,005 I MDM 2014 LLC held by The Marc Daniel Miller 2002 Trust Class A Common Stock ( 9 ) ( 12 ) ( 13 ) Class B Common Stock 16,748 16,748 I AMK 2014 LLC held by The Abby Danielle Miller 2002 Trust Class A Common Stock ( 9 ) ( 12 ) ( 16 ) Class B Common Stock 400,000 400,000 I Alan B. Miller Marital Trust (f/b/o Jill Miller) Class A Common Stock ( 9 ) ( 15 ) ( 11 ) Class B Common Stock 4,155,255 4,155,255 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other MILLER ALAN B UNIVERSAL HEALTH SERVICES, INC. 367 SOUTH GULPH ROAD KING OF PRUSSIA, PA19406 X X Chairman and CEO Signatures /s/ Steve Filton, Attorney-in-Fact for Alan B. Miller 08/11/2020 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On August 07, 2020, The Marc Daniel Miller 2019 GRAT distributed 27.85561% of the MDM 2014 LLC to the MDM 2014 LLC as held by Alan B. Miller, The Abby Miller King 2019 GRAT distributed 29.50298% of the AMK 2014 LLC to the AMK 2014 LLC as held by Alan B. Miller, and The Marni Spencer 2019 GRAT distributed 29.50298% of the MS 2014 LLC to the MS 2014 LLC as held by Alan B. Miller. Mr. Miller's pecuniary interest in these shares is unchanged. All distributions hereinbefore described were made pursuant to the terms of the Trust Agreement creating each 2019 GRAT. ( 2 )On August 07, 2020, The Marc Daniel Miller 2018 GRAT distributed 37.33028% of the MDM 2014 LLC to the MDM 2014 LLC as held by Alan B. Miller, The Abby Miller King 2018 GRAT distributed 29.56947% of the AMK 2014 LLC to the AMK 2014 LLC as held by Alan B. Miller, and The Marni Spencer 2018 GRAT distributed 29.56947% of the MS 2014 LLC to the MS 2014 LLC as held by Alan B. Miller. Mr. Miller's pecuniary interest in these shares is unchanged. All distributions hereinbefore described were made pursuant to the terms of the Trust Agreement creating each 2018 GRAT. ( 3 )On August 07, 2020, Alan B. Miller contributed 59.07245% of AMK 2014 LLC to The Abby Miller King 2020 GRAT. These shares were held by the AMK 2014 LLC as held by Alan B. Miller. ( 4 )On August 07, 2020, Alan B. Miller contributed 59.07245% of MS 2014 LLC to The Marni Spencer 2020 GRAT. These shares were held by the MS 2014 LLC as held by Alan B. Miller ( 5 )On August 07, 2020, Alan B. Miller contributed 65.18589% of the MDM 2014 LLC to The Marc Daniel Miller 2020 GRAT. These shares were held by the MDM 2014 LLC as held by Alan B. Miller. ( 6 )The Class A Common Stock is convertible into Class B Common Stock on a share for share basis. ( 7 )Immediately. ( 8 )Not Applicable. ( 9 )The Class A Common Stock is convertible into Class B Common Stock on a share for share basis. ( 10 )immediately ( 11 )Not Applicable ( 12 )Immediately. ( 13 )Not Applicable. ( 14 )The Class A Common Stock is convertible into Class B Common Stock on a share for share basis. ( 15 )Immediately ( 16 )Not applicable.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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