J. Edward Pearson - Mar 17, 2022 Form 4 Insider Report for HEALTHSTREAM INC (HSTM)

Role
President and COO
Signature
/s/ J. Edward Pearson
Stock symbol
HSTM
Transactions as of
Mar 17, 2022
Transactions value $
-$68,215
Form type
4
Date filed
3/18/2022, 04:24 PM
Next filing
May 31, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HSTM Common Stock Holding Options Exercise $0 +14K +7.91% $0.00 192K Mar 17, 2022 Direct F1
transaction HSTM Common Stock Holding Tax liability -$68.2K -3.42K -1.79% $19.94 188K Mar 17, 2022 Direct 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 HSTM Restricted Share Units Options Exercise $0 -1.86K -100% $0.00* 0 Mar 17, 2022 Common Stock 1.86K $0.00 Direct F3, F4, F5
transaction HSTM Restricted Share Units Options Exercise $0 -8.75K -45.45% $0.00 10.5K Mar 17, 2022 Common Stock 8.75K $0.00 Direct F3, F5, F6
transaction HSTM Restricted Share Units Options Exercise $0 -1.43K -46.17% $0.00 1.67K Mar 17, 2022 Common Stock 1.43K $0.00 Direct F3, F5, F7
transaction HSTM Restricted Share Units Options Exercise $0 -1.15K -23.53% $0.00 3.72K Mar 17, 2022 Common Stock 1.15K $0.00 Direct F3, F5, F8
transaction HSTM Restricted Share Units Options Exercise $0 -858 -15.01% $0.00 4.86K Mar 17, 2022 Common Stock 858 $0.00 Direct F3, F5, F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Shares acquired on vesting of restricted share units.
F2 Shares withheld for payment of tax liability.
F3 Each restricted share unit (RSU) represents the contingent right to receive one share of common stock upon vesting of the unit.
F4 The RSUs are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on March 15, 2019, 20% vest on March 15, 2020, 30% vest on March 15, 2021, and the remaining 35% vest on March 15, 2022.
F5 Not applicable.
F6 Vesting of these RSUs is contingent upon continued service at the time of vesting and the achievement of certain performance criteria. The performance criteria are established on an annual basis by the Compensation Committee of the Board of Directors. Up to 10% vest on March 15, 2019 for the period January 1, 2018 through December 31, 2018; up to 15% vest on March 15, 2020 for the period January 1, 2019 through December 31, 2019; up to 20% vest on March 15, 2021 for the period January 1, 2020 through December 31, 2020; up to 25% vest on March 15, 2022 for the period January 1, 2021 through December 31, 2021; and up to 30% vest on March 15, 2023 for the period January 1, 2022 through December 31, 2022. Vesting is determined based on actual performance. The performance criteria for the period January 1, 2021 through December 31, 2021 was achieved; therefore 25% of the awards vested on March 15, 2022.
F7 The RSUs are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on March 15, 2020, 20% vest on March 15, 2021, 30% vest on March 15, 2022, and the remaining 35% vest on March 15, 2023.
F8 The RSUs are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on March 11, 2021, 20% vest on March 11, 2022, 30% vest on March 11, 2023, and the remaining 35% vest on March 11, 2024.
F9 The RSUs are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on March 17, 2022, 20% vest on March 17, 2023, 30% vest on March 17, 2024, and the remaining 35% vest on March 17, 2025.