On September 26, 2024, the Universal Health Services, Inc. entered into a Tenth Amendment to its Credit Agreement, dated as of November 15, 2010 (as amended by the First Amendment dated as of March 15, 2011, the Second Amendment dated as of September 21, 2012, the Third Amendment dated as of May 16, 2013, the Fourth Amendment dated as of August 7, 2014, the Fifth Amendment dated as of June 7, 2016, the Sixth Amendment dated as of October 23, 2018, the Seventh Amendment dated as of August 24, 2021, the Eighth Amendment dated as of September 10, 2021, and the Ninth Amendment dated as of June 23, 2022, the ?Existing Credit Agreement?, and the Existing Credit Agreement, as amended by the Tenth Amendment, the ?Credit Agreement?), among the Issuer, the several banks and other financial institutions or entities from time to time parties thereto, Fifth Third Bank, National Association and Sumitomo Mitsui Banking Corporation, as co-documentation agents, BofA Securities, Inc., Truist Bank, Goldman Sachs Bank USA, Mizuho Bank Ltd., National Westminster Bank PLC, PNC Bank National Association, TD Bank, N.A., U.S. Bank National Association and Wells Fargo Bank, National Association, as co-syndication agents, and JPMorgan Chase Bank, N.A., as administrative agent. The Tenth Amendment provides for the amendment of the Existing Credit Agreement as of September 26, 2024 to replace the senior secured credit facilities outstanding under the Existing Credit Agreement with a new revolving credit facility of up to $1.3 billion and a new replacement tranche ?A? term loan facility of up to $1.2 billion (collectively, the ?Senior Secured Credit Facility?). The replacement revolving credit facility is a five-year revolving facility in the initial amount of $1.3 billion, available on a revolving basis commencing on September 26, 2024, the effective date of the Senior Secured Credit Facility, and ending on September 26, 2029.

A portion of the revolving facility not in excess of $125 million is available beginning on September 26, 2024 for the issuance of letters of credit by the administrative agent or other lenders reasonably satisfactory to the Issuer on terms and conditions consistent with the Existing Credit Agreement. A portion of the revolving facility not in excess of $75 million is available for swingline loans from the swingline lender on same-day notice on terms and conditions consistent with the Existing Credit Agreement; provided that the aggregate exposure of the swingline lender in respect of the revolving facility (including any swingline loans made by it as a swingline lender) may not exceed its revolving commitment. The applicable margin for borrowings under the replacement revolving credit facility will be based upon the Issuer?s Consolidated Net Leverage Ratio (as defined in the Credit Agreement) and initially be, with respect to revolving loans (including swingline loans), 0.375% in the case of ABR Loans (as defined in the Credit Agreement) and 1.375% in the case of Term Benchmark Loans and RFR Loans (each as defined in the Credit Agreement).

The replacement tranche A term loan facility, in the amount of up to $1.2 billion, will mature on September 26, 2029 (the ?Tranche A Maturity Date?). The tranche A term loans shall be repayable for the first eight quarters in equal quarterly installments (commencing December 31, 2024) in an aggregate annual amount equal to 2.5% of the original principal amount of the tranche A term loan facility and thereafter in equal quarterly installments in an aggregate annual amount equal to 5% of the original principal amount of the tranche A term loan facility. The balance of the tranche A term loans will be payable on the Tranche A Maturity Date.

The applicable margin for borrowings under the replacement tranche A term loan facility will be based upon the Issuer?s Consolidated Net Leverage Ratio (as defined in the Senior Secured Credit Facility) and initially be 0.375% in the case of ABR Loans and 1.375% in the case of Term Benchmark Loans and RFR Loans . The Tenth Amendment provides for certain initial borrowings under the new tranche A term loan facility, which borrowings occurred upon the closing of the offering of the Notes and entering into the Senior Secured Credit Facility, as further described below under the heading ?Repayment of Borrowings under Existing Credit Agreement.? The obligations of the Issuer and the Subsidiary Guarantors under the Senior Secured Credit Facility are secured, on an equal ratable basis with the holders of the Notes, the Existing 2026 Notes, the Existing 2030 Notes and Existing 2032 Notes pursuant to the Issuer?s Amended and Restated Collateral Agreement, as amended and supplemented to date.

The Issuer used the net proceeds of the offering of the Notes and the new tranche A term loan facility under the Senior Secured Credit Facility, together with certain additional borrowings under the revolving credit facility, to repay all of the outstanding $2,199 million aggregate principal amount of the tranche A term loan facility under the Existing Credit Agreement and accrued and unpaid interest thereon, and to pay related fees and expenses.