Jon Kessler - Dec 8, 2021 Form 4 Insider Report for HEALTHEQUITY, INC. (HQY)

Role
President and CEO, Director
Signature
/s/ Jon Kessler
Stock symbol
HQY
Transactions as of
Dec 8, 2021
Transactions value $
$1,400,000
Form type
4
Date filed
12/10/2021, 07:31 AM
Next filing
Apr 1, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HQY Common Stock Other $0 -53.5K -20.9% $0.00 202K Oct 26, 2021 Direct F1
transaction HQY Common Stock Other $0 +53.5K $0.00 53.5K Oct 26, 2021 by Wife F1, F2
transaction HQY Common Stock Gift $0 -49K -91.72% $0.00 4.42K Nov 4, 2021 by Wife F2, F3
transaction HQY Common Stock Gift $0 +49K $0.00 49K Nov 4, 2021 by Team Gracie Trust F3, F4
transaction HQY Common Stock Gift $0 -36.9K -18.22% $0.00 165K Nov 4, 2021 Direct F5
transaction HQY Common Stock Gift $0 +36.9K $0.00 36.9K Nov 4, 2021 by Team Bear Trust F5, F6
transaction HQY Common Stock Options Exercise $1.4M +100K $14.00* 100K Dec 8, 2021 by GKF, LLC

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 HQY Stock Option (right to buy) Options Exercise $0 -100K -62.5% $0.00 60K Dec 8, 2021 Common Stock 100K $14.00 by GKF, LLC F7
holding HQY Stock Option (right to buy) 34.8K Dec 8, 2021 Common Stock 34.8K $41.28 by GKF, LLC F7
holding HQY Stock Option (right to buy) 23.9K Dec 8, 2021 Common Stock 23.9K $61.72 by GKF, LLC F7
holding HQY Stock Option (right to buy) 12.8K Dec 8, 2021 Common Stock 12.8K $73.61 by GKF, LLC F7
holding HQY Stock Option (right to buy) 17.4K Dec 8, 2021 Common Stock 17.4K $41.28 Direct F7
holding HQY Stock Option (right to buy) 23.9K Dec 8, 2021 Common Stock 23.9K $61.72 Direct F8
holding HQY Stock Option (right to buy) 38.3K Dec 8, 2021 Common Stock 38.3K $73.61 Direct F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On October 26, 2021, the Reporting Person and his spouse entered into a transmutation agreement pursuant to which the Reporting Person and his spouse agreed that 53,450 shares of the Issuer's common stock owned by the Reporting Person and his spouse as community property would be deemed to be the separate property of his spouse and 40,186 shares of the Issuer's common stock owned by the Reporting Person and his spouse as community property would be deemed to be the separate property of the Reporting Person.
F2 These securities are beneficially owned by the Reporting Person's spouse as separate property pursuant to the transmutation agreement referred to in footnote one. The Reporting Person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
F3 This transaction involved a gift of shares by the Reporting Person's spouse, who is a member of the Reporting Person's immediate family, to Team Gracie Trust (the "Gracie Trust"). The Reporting Person is a co-trustee of the Gracie Trust. The Reporting Person and his children, all of whom are members of his immediate family, are the sole beneficiaries of the Gracie Trust.
F4 These securities are held by the Gracie Trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
F5 This transaction involved a gift of shares by the Reporting Person to Team Bear Trust (the "Bear Trust"). The Reporting Person's spouse, who is a member of his immediate family, is a co-trustee of the Bear Trust. The Reporting Person's spouse and children, all of whom are members of his immediate family, are the sole beneficiaries of the Trust.
F6 These securities are held by the Bear Trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
F7 The option is immediately exercisable.
F8 The option is exercisable as to 11,965 shares. The option will become exercisable as to the remaining 11,964 shares on March 27, 2022.
F9 The option is exercisable as to 12,781 shares. The option will become exercisable as to 12,781 shares annually on March 26 of 2022 and 2023.