SEC Form 4 · accession 0001998256-26-000011
Waystar Holding Corp. · WAY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Matthew J. Hawkins
Officer — Chief Executive Officer · Director
Period of report
Aug 11, 2026
Accepted (ET)
Aug 13, 2026 · 5:41 pm EDT
Rule 10b5-1 plan
yes — trade under a plan
Issuer CIK
0001990354
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Aug 11, 2026 | M | 22,462 | $4.14 | A | 1,857,543 | D | |
| Common StockF3,F1,F2 | Aug 11, 2026 | S | 22,462 | $25.0358 | D | 1,835,081 | D | |
| Common StockF1,F2 | Aug 13, 2026 | M | 60,038 | $4.14 | A | 1,895,119 | D | |
| Common StockF4,F1,F2 | Aug 13, 2026 | S | 60,038 | $25.0121 | D | 1,835,081 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options (right to buy)F5 | $4.14 | Aug 11, 2026 | M | 22,462 | D | — | Nov 1, 2027 | Common Stock | 22,462 | 1,375,875 | D |
| Stock Options (right to buy)F5 | $4.14 | Aug 13, 2026 | M | 60,038 | D | — | Nov 1, 2027 | Common Stock | 60,038 | 1,315,837 | D |
| Stock Options (right to buy)F5 | $4.14 | holding | — | — | — | — | Nov 1, 2027 | Common Stock | 343,135 | 343,135 | I |
| Stock Options (right to buy)F5 | $4.14 | holding | — | — | — | — | Nov 1, 2027 | Common Stock | 46,208 | 46,208 | I |
Explanation of responses
- F1Includes unvested RSUs.
- F2These transactions occurred automatically pursuant to a plan adopted by the Reporting Person on March 13, 2026 that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
- F3The price reported in Column 4 is a weighted average price. These shares of common stock, par value $0.01 per share ("Common Stock") of Waystar Holding Corp. (the "Issuer") were sold in multiple transactions ranging from $25.00 to $25.08, 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 of Common Stock sold at each separate price in the range set forth in this footnote.
- F4The price reported in Column 4 is a weighted average price. These shares of common stock, par value $0.01 per share ("Common Stock") of Waystar Holding Corp. (the "Issuer") were sold in multiple transactions ranging from $25.00 to $25.05, 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 of Common Stock sold at each separate price in the range set forth in this footnote.
- F5These options are currently vested.