Colin McHugh - Jun 27, 2023 Form 3 Insider Report for Accolade, Inc. (ACCD)

Role: Chief Accounting Officer
Signature: /s/ Richard Eskew, Attorney-in-Fact
Stock symbol: ACCD
Transactions as of: Jun 27, 2023
Transactions value $: $0
Form type: 3
Date filed: 7/6/2023, 03:57 PM
Next filing: Jul 6, 2023

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	ACCD	Common Stock						28.6K	Jun 27, 2023	Direct

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
holding	ACCD	Stock Option (Right to Buy)							Jun 27, 2023	Common Stock	93	$4.70	Direct	F1
holding	ACCD	Stock Option (Right to Buy)							Jun 27, 2023	Common Stock	1.09K	$9.60	Direct	F2
holding	ACCD	Stock Option (Right to Buy)							Jun 27, 2023	Common Stock	8.24K	$17.50	Direct	F3
holding	ACCD	Stock Option (Right to Buy)							Jun 27, 2023	Common Stock	789	$17.50	Direct	F4
holding	ACCD	Restricted Stock Units							Jun 27, 2023	Common Stock	3.48K		Direct	F5, F6
holding	ACCD	Restricted Stock Units							Jun 27, 2023	Common Stock	13K		Direct	F6, F7
holding	ACCD	Stock Option (Right to Buy)							Jun 27, 2023	Common Stock	5.39K	$6.27	Direct	F8
holding	ACCD	Restricted Stock Units							Jun 27, 2023	Common Stock	50K		Direct	F6, F9
holding	ACCD	Stock Option (Right to Buy)							Jun 27, 2023	Common Stock	2.29K	$6.55	Direct	F10

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

Explanation of Responses:

Id	Content
F1	The shares subject to this option (including 1,406 shares previously exercised) shall vest at a rate of twenty-five percent of the total number of shares on the one-year anniversary of May 3, 2018 (the "May 2018 Vesting Commencement Date") and 1/48th of the total number of shares each monthly anniversary of the May 2018 Vesting Commencement Date thereafter for so long as the Reporting Person remains in service with the Issuer, such that the total number of shares shall be fully vested on the four-year anniversary of the May 2018 Vesting Commencement Date.
F2	The shares subject to this option (including 1,094 shares previously exercised) shall vest at a rate of twenty-five percent of the total number of shares on the one-year anniversary of June 1, 2019 (the "June 2019 Vesting Commencement Date") and 1/48th of the total number of shares each monthly anniversary of the June 2019 Vesting Commencement Date thereafter for so long as the Reporting Person remains in service with the Issuer, such that the total number of shares shall be fully vested on the four-year anniversary of the June 2019 Vesting Commencement Date.
F3	The shares subject to this option (including 4,257 shares previously exercised) shall vest at a rate of twenty-five percent of the total number of shares on the one-year anniversary of June 1, 2020 (the "June 2020 Vesting Commencement Date") and 1/48th of the total number of shares each monthly anniversary of the June 2020 Vesting Commencement Date thereafter for so long as the Reporting Person remains in service with the Issuer, such that the total number of shares shall be fully vested on the four-year anniversary of the June 2020 Vesting Commencement Date.
F4	The shares subject to this option (including 2,678 shares previously exercised) fully vested as of the date of grant.
F5	The shares subject to this RSU shall vest at a rate of twenty-five percent of the total number of shares on the first anniversary of June 1, 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 remains in service with 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.
F6	Each RSU represents a contingent right to receive one share of the Issuer's Common Stock.
F7	The shares subject to this RSU shall vest over a two-year period commencing June 1, 2022 (the "June 2022 Vesting Commencement Date"), as follows: (1) in the first year following the June 2022 Vesting Commencement Date, 1/8th of the total number of shares each quarter following the June 2022 Vesting Commencement Date, and (2) in the second year following the June 2022 Vesting Commencement Date, 1/24th of the total number of shares each month of such second year of vesting, in each case for so long as the Reporting Person remains in service with the Issuer, such that the total number of shares shall be fully vested on the two-year anniversary of the June 2022 Vesting Commencement Date.
F8	The shares subject to this option shall vest over a two-year period commencing June 1, 2022 (the "June 2022 Vesting Commencement Date"), as follows: (1) in the first year following the June 2022 Vesting Commencement Date, 1/8th of the total number of shares each quarter following the June 2022 Vesting Commencement Date, and (2) in the second year following the June 2022 Vesting Commencement Date, 1/24th of the total number of shares each month of such second year of vesting, in each case for so long as the Reporting Person remains in service with the Issuer, such that the total number of shares shall be fully vested on the two-year anniversary of the June 2022 Vesting Commencement Date.
F9	The Reporting Person was granted restricted stock units ("RSUs") on June 26, 2023 with a vesting commencement date of June 1, 2023 (the "Vesting Commencement Date"), which represent a contingent right to receive one share of Common Stock for each RSU. The RSUs will vest as follows: (a) one-third (1/3rd) of the RSUs will vest on the first anniversary of the Vesting Commencement Date (or June 1, 2024), and (b) then 1/36th of the RSUs will vest on each successive month following the first anniversary of the Vesting Commencement Date, 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.
F10	The shares subject to this option (including 7,708 shares previously exercised) shall vest at a rate of twenty-five percent of the total number of shares on the one-year anniversary of December 21, 2018 (the "December 2018 Vesting Commencement Date") and 1/48th of the total number of shares each monthly anniversary of the December 2018 Vesting Commencement Date thereafter for so long as the Reporting Person remains in service with the Issuer, such that the total number of shares shall be fully vested on the four-year anniversary of the December 2018 Vesting Commencement Date.