Michael W. Hilton - Nov 16, 2022 Form 4 Insider Report for Accolade, Inc. (ACCD)

Role: Chief Innovation Officer
Signature: /s/ Richard Eskew, Attorney-in-Fact
Stock symbol: ACCD
Transactions as of: Nov 16, 2022
Transactions value $: -$730
Form type: 4
Date filed: 11/18/2022, 08:17 AM
Previous filing: Oct 18, 2022
Next filing: Dec 20, 2022

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	ACCD	Common Stock	Sale	-$730	-85	-0.07%	$8.59	129K	Nov 17, 2022	Direct	F1
transaction	ACCD	Common Stock	Options Exercise		+332	+0.26%		129K	Nov 16, 2022	Direct	F2
holding	ACCD	Common Stock						195K	Nov 16, 2022	By Hilton Family Trust	F3

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	ACCD	Restricted Stock Units	Options Exercise		-332	-3.13%		10.3K	Nov 16, 2022	Common Stock	332		Direct	F4, F5

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	The sale reported on this Form 4 represents shares sold by the Reporting Person to cover tax withholding obligations in connection with the vesting and settlement of RSUs. The sale was to satisfy tax withholding obligations to be funded by a "mandatory sell to cover" transaction and does not represent a discretionary transaction by the Reporting Person.
F2	The Reporting Person was granted restricted stock units ("RSUs"), which represent a contingent right to receive one share of Common Stock for each RSU. 25% of the RSUs vested on June 16, 2022, and additional RSUs will vest monthly thereafter provided that the Reporting Person remains in continuous service on each vesting date. Unless otherwise provided, on each vesting date shares of Common Stock will automatically be sold to satisfy the Reporting Person's tax withholding obligations in a non-discretionary transaction.
F3	The Reporting Person is a trustee of the Hilton Family Trust and has voting and investment power with respect to the securities held by the Hilton Family Trust.
F4	Each RSU represents a contingent right to receive one share of the Issuer's Common Stock.
F5	The shares subject to this RSU shall vest at a rate of twenty-five percent of the total number of shares on the one-year anniversary of June 16, 2021 (the "June 2021 Vesting Commencement Date") and 1/48th of the total number of shares each monthly anniversary of the June 2021 Vesting Commencement Date thereafter for so long as the Reporting Person provides continuous service to the Issuer, such that the total number of shares shall be fully vested on the four-year anniversary of the June 2021 Vesting Commencement Date.