Gabriel M.i. Mecklenburg - 07 Mar 2025 Form 4 Insider Report for Hinge Health, Inc. (HNGE)

Role
Director, Exec. Chairman & Co-Founder
Signature
/s/ David Wood, Attorney-in-Fact
Issuer symbol
HNGE
Transactions as of
07 Mar 2025
Net transactions value
-$62,624,096
Form type
4
Filing time
23 May 2025, 17:23:26 UTC
Next filing
21 May 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
Mecklenburg Gabriel M.I. Director, Exec. Chairman & Co-Founder C/O HINGE HEALTH, INC., 455 MARKET STREET, SUITE 700, SAN FRANCISCO /s/ David Wood, Attorney-in-Fact 23 May 2025 0002062781

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HNGE Common Stock Gift $0 -1,475,711 -24% $0.000000 4,584,214 07 Mar 2025 Direct F1
transaction HNGE Common Stock Gift $0 +1,092,119 $0.000000 1,092,119 07 Mar 2025 By GRAT F1
transaction HNGE Common Stock Gift $0 +383,592 $0.000000 383,592 07 Mar 2025 By Family Trust F1
transaction HNGE Common Stock Tax liability $62,624,096 -1,957,003 -43% $32.00 2,627,211 21 May 2025 Direct
transaction HNGE Common Stock Other -2,627,211 -100% 0 23 May 2025 Direct F2
transaction HNGE Common Stock Other -1,092,119 -100% 0 23 May 2025 By GRAT F2
transaction HNGE Common Stock Other -383,592 -100% 0 23 May 2025 By Family Trust F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction HNGE Class B Common Stock Other +2,627,211 2,627,211 23 May 2025 Class A Common Stock 2,627,211 Direct F2, F3, F4
transaction HNGE Class B Common Stock Other +1,092,119 1,092,119 23 May 2025 Class A Common Stock 1,092,119 By GRAT F2, F3
transaction HNGE Class B Common Stock Other +383,592 383,592 23 May 2025 Class A Common Stock 383,592 By Family Trust F2, F3
transaction HNGE Stock Option Other -42,969 -100% 0 23 May 2025 Common Stock 42,969 $0.3000 Direct F2, F5
transaction HNGE Stock Option Other +42,969 42,969 23 May 2025 Class B Common Stock 42,969 $0.3000 Direct F2, F5
transaction HNGE Stock Option Other -107,813 -100% 0 23 May 2025 Common Stock 107,813 $0.7300 Direct F2, F5
transaction HNGE Stock Option Other +107,813 107,813 23 May 2025 Class B Common Stock 107,813 $0.7300 Direct F2, F5
transaction HNGE Stock Option Other -60,157 -100% 0 23 May 2025 Common Stock 60,157 $0.7300 Direct F2, F5
transaction HNGE Stock Option Other +60,157 60,157 23 May 2025 Class B Common Stock 60,157 $0.7300 Direct F2, F5
transaction HNGE Stock Option Other -85,417 -100% 0 23 May 2025 Common Stock 85,417 $0.8400 Direct F2, F5
transaction HNGE Stock Option Other +85,417 85,417 23 May 2025 Class B Common Stock 85,417 $0.8400 Direct F2, F5
transaction HNGE Stock Option Other -570,935 -100% 0 23 May 2025 Common Stock 570,935 $1.90 Direct F2, F5
transaction HNGE Stock Option Other +570,935 570,935 23 May 2025 Class B Common Stock 570,935 $1.90 Direct F2, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These securities were previously reported on a Form 3 filed by the Reporting Person.
F2 Immediately prior to the completion of the Issuer's initial public offering, each share of Common Stock held by the Issuer's founders and certain related individuals, including shares of Common Stock underlying performance stock unit ("PSU") and stock options awards, were reclassified into one share of Class B Common Stock in an exempt transaction pursuant to Rule 16b-7.
F3 Each share of Class B Common Stock is convertible at any time at the option of the holder into one share of Class A Common Stock. The Class B Common Stock will automatically convert into shares of Class A Common Stock upon the occurrence of certain events as described further in the Issuer's amended and restated certificate of incorporation.
F4 Includes 944,250 PSUs, which vest in accordance with the terms of the award. Each PSU represents a contingent right to receive one share of Class B Common Stock.
F5 The stock option is fully vested and currently exercisable.