SEC Form 4 · accession 0001140361-15-035148
HEALTHEQUITY, INC. · HQY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen Neeleman
Officer — Founder and Vice Chairman · Director
Period of report
Sep 11, 2015
Accepted (ET)
Sep 15, 2015 · 6:10 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001428336
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Sep 11, 2015 | M | 50,000 | $1.25 | A | 928,814 | D | |
| Common Stock | Sep 11, 2015 | S | 50,000 | $30.0616 | D | 878,814 | D | |
| Common Stock | Sep 15, 2015 | G | 70,000 | $0.00 | D | 808,814 | D | |
| Common Stock | Sep 15, 2015 | G | 2,000 | $0.00 | D | 806,814 | D | |
| Common Stock | Sep 15, 2015 | G | 10,000 | $0.00 | D | 796,814 | D | |
| Common StockF2 | holding | — | — | — | 450,000 | I | See footnote | |
| Common Stock | holding | — | — | — | 68,471 | I | By wife |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F1,F3 | $1.25 | Sep 11, 2015 | M | 50,000 | D | — | Aug 8, 2021 | Common Stock | 50,000 | 300,000 | D |
Explanation of responses
- F1As previously reported in the reporting person's Form 3, the option grant had a $2.25 exercise price upon issuance. The $2.25 exercise price was automatically adjusted to $1.25 on August 4, 2014 as a result of the occurrence of an event specified in the terms of the option grant at the time of its issuance.
- F2Shares held of record by Neeleman Family Holdings, LLC ("Family Holdings"), a Utah limited liability company. The reporting person is the manager of Family Holdings. The reporting person disclaims beneficial ownership of the shares held by Family Holdings except to the extent of his pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of the shares held by Family Holdings for any other purposes.
- F3The option is immediately exercisable.