SEC Form 4 · accession 0001140361-17-015040
HEALTHEQUITY, INC. · HQY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jon Kessler
Officer — President and CEO · Director
Period of report
Apr 3, 2017
Accepted (ET)
Apr 5, 2017 · 7:01 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 Stock | Apr 3, 2017 | M | 20,000 | $1.25 | A | 440,000 | D | |
| Common StockF2 | Apr 3, 2017 | S | 20,000 | $41.8534 | D | 420,000 | D | |
| Common Stock | Apr 4, 2017 | M | 10,000 | $1.25 | A | 430,000 | D | |
| Common StockF3 | Apr 4, 2017 | S | 10,000 | $43.0104 | D | 420,000 | D |
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)F4 | $1.25 | Apr 3, 2017 | M | 20,000 | D | — | Aug 8, 2021 | Common Stock | 20,000 | 245,000 | D |
| Stock Option (right to buy)F4 | $1.25 | Apr 4, 2017 | M | 10,000 | D | — | Aug 8, 2021 | Common Stock | 10,000 | 235,000 | D |
| Stock Option (right to buy)F5 | $41.28 | holding | — | — | — | — | Mar 27, 2027 | Common Stock | 69,639 | 69,639 | D |
| Stock Option (right to buy)F4 | $14.00 | holding | — | — | — | — | Jul 30, 2024 | Common Stock | 120,000 | 120,000 | D |
Explanation of responses
- F1The option exercises and subsequent sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 9, 2016.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $41.52 to $42.43, inclusive. The reporting person undertakes to provide to the issuer, any security holder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (2) and (3) to this Form 4.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.95 to $43.14, inclusive.
- F4The option is immediately exercisable.
- F5The option becomes exercisable as to 17,409 shares on March 27, 2018 and in three annual installments of 17,410 shares on March 27, 2019, 2020 and 2021.