* The  remainder of this cover page shall be filled out for a reporting  person’s initial filing on this form with respect to the subject class of securities, and for any  subsequent  amendment  containing  information  which  would  alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the  Securities  Exchange  Act of 1934 (the “Act”) or otherwise  subject to the liabilities of that section of the Act but shall be subject to all other  provisions of the Act  (however, see the Notes).

 

 

CUSIP No. 913903100

SCHEDULE 13G/A

Page 2 of 10 Pages

1	Name of Reporting Persons   Maverick Capital, Ltd. – 75-2482446
2	Check the Appropriate Box if a Member of a Group (See Instructions) (a) o (b) o
3	SEC Use Only
4	Citizenship or Place of Organization   Texas
Number of Shares Beneficially Owned by Each Reporting Person With		5	Sole Voting Power   32,230
		6	Shared Voting Power   0
		7	Sole Dispositive Power   32,230
		8	Shared Dispositive Power   0
9	Aggregate Amount Beneficially Owned by Each Reporting Person   32,230
10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)			o
11	Percent of Class Represented by Amount in Row 9   0%
12	Type of Reporting Person (See Instructions)   IA

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CUSIP No. 913903100

SCHEDULE 13G/A

Page 3 of 10 Pages

1	Name of Reporting Persons   Maverick Capital Management, LLC – 75-2686461
2	Check the Appropriate Box if a Member of a Group (See Instructions) (a) o (b) o
3	SEC Use Only
4	Citizenship or Place of Organization   Texas
Number of Shares Beneficially Owned by Each Reporting Person With		5	Sole Voting Power   32,230
		6	Shared Voting Power   0
		7	Sole Dispositive Power   32,230
		8	Shared Dispositive Power   0
9	Aggregate Amount Beneficially Owned by Each Reporting Person   32,230
10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)			o
11	Percent of Class Represented by Amount in Row 9   0%
12	Type of Reporting Person (See Instructions)   HC

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CUSIP No. 913903100

SCHEDULE 13G/A

Page 4 of 10 Pages

1	Name of Reporting Persons   Lee S. Ainslie III
2	Check the Appropriate Box if a Member of a Group (See Instructions) (a) o (b) o
3	SEC Use Only
4	Citizenship or Place of Organization   United States
Number of Shares Beneficially Owned by Each Reporting Person With		5	Sole Voting Power   32,230
		6	Shared Voting Power   0
		7	Sole Dispositive Power   32,230
		8	Shared Dispositive Power   0
9	Aggregate Amount Beneficially Owned by Each Reporting Person   32,230
10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)			o
11	Percent of Class Represented by Amount in Row 9   0%
12	Type of Reporting Person (See Instructions)   HC

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CUSIP No. 913903100

SCHEDULE 13G/A

Page 5 of 10 Pages

1	Name of Reporting Persons   Andrew H. Warford
2	Check the Appropriate Box if a Member of a Group (See Instructions) (a) o (b) o
3	SEC Use Only
4	Citizenship or Place of Organization   United States
Number of Shares Beneficially Owned by Each Reporting Person With		5	Sole Voting Power   32,230
		6	Shared Voting Power   0
		7	Sole Dispositive Power   32,230
		8	Shared Dispositive Power   0
9	Aggregate Amount Beneficially Owned by Each Reporting Person   32,230
10	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)			o
11	Percent of Class Represented by Amount in Row 9   0%
12	Type of Reporting Person (See Instructions)   HC

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Item 1(a)

Name of Issuer:

Universal Health Services, Inc.

Item 1(b)

Address of Issuer’s Principal Executive Offices:

367 South Gulph Road

King of Prussia, Pennsylvania 19406

Item 2(a)

Name of Person Filing:

This Schedule 13G/A (the “Schedule 13G/A”) is being filed on behalf of each of the following persons (each, a “Reporting Person”):

(i)

Maverick Capital, Ltd.;

(ii)

Maverick Capital Management, LLC;

(iii)

Lee S. Ainslie III (“Mr. Ainslie”); and

(iv)

Andrew H. Warford (“Mr. Warford”).

The Schedule 13G/A relates to Shares (as defined herein) held for the accounts of Maverick Capital, Ltd.’s clients.

Item 2(b)

Address of Principal Business Office or, if none, Residence:

The address of the principal business office of (i) Maverick Capital, Ltd. and Maverick Capital Management, LLC is 1900 N. Pearl Street, 20th Floor, Dallas, Texas 75201, and (ii) Mr. Ainslie and Mr. Warford is 767 Fifth Avenue, 11th Floor, New York, New York 10153.

Item 2(c)

Citizenship:

 

(i)

Maverick Capital, Ltd. is a Texas limited partnership;

(ii)

Maverick Capital Management, LLC is a Texas limited liability company;

(iii)

Mr. Ainslie is a citizen of the United States; and

(iv)

Mr. Warford is a citizen of the United States.

Item 2(d)

Title of Class of Securities:

 

Class B Common Stock (the “Shares”).

Item 2(e)

CUSIP Number:

 

913903100

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If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution: _______________

Item 4

Ownership

 

Ownership as of December 31, 2018 is incorporated by reference to items (5) – (9) and (11) of the cover page of the Reporting Person.

Maverick Capital, Ltd. is an investment adviser registered under Section 203 of the Investment Advisers Act of 1940 and, as such, may be deemed to have beneficial ownership of the Shares which are the subject of this filing through the investment discretion it exercises over its clients’ accounts.  Maverick Capital Management, LLC is the General Partner of Maverick Capital, Ltd.  Mr. Ainslie is the manager of Maverick Capital Management, LLC.  Mr. Warford serves as the Chairman of the Stock Committee of Maverick Capital, Ltd.

Item 5

Ownership of Five Percent or Less of a Class

 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following. ☒

Item 6

Ownership of More than Five Percent on Behalf of Another Person.

Not applicable.

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Item 7

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person

Not applicable.

Item 8

Identification and Classification of Members of the Group

Not applicable.

Item 9

Notice of Dissolution of Group

Not applicable.

Item 10

Certifications

By signing below each of the Reporting Persons certifies that, to the best of such person’s knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

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24.A	Power of Attorney, Lee S. Ainslie III, dated March 15, 2018.

24.B	Power of Attorney, Andrew H. Warford, dated March 16, 2018.