Scott A. Roberts - Mar 22, 2023 Form 4 Insider Report for HEALTHSTREAM INC (HSTM)

Signature
/s/ Scott A. Roberts
Stock symbol
HSTM
Transactions as of
Mar 22, 2023
Transactions value $
-$35,753
Form type
4
Date filed
3/24/2023, 04:08 PM
Previous filing
Feb 24, 2023
Next filing
Sep 21, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction HSTM Common Stock Holding Options Exercise $0 +5.63K +54.11% $0.00 16K Mar 23, 2023 Direct F1
transaction HSTM Common Stock Holding Tax liability -$35.8K -1.36K -8.49% $26.25 14.7K Mar 23, 2023 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 Award $0 +2.29K $0.00 2.29K Mar 22, 2023 Common Stock 2.29K $0.00 Direct F3, F4, F5
transaction HSTM Restricted Share Units Options Exercise $0 -440 -100% $0.00* 0 Mar 23, 2023 Common Stock 440 $0.00 Direct F3, F5, F6
transaction HSTM Restricted Share Units Options Exercise $0 -1.57K -46.16% $0.00 1.83K Mar 23, 2023 Common Stock 1.57K $0.00 Direct F3, F5, F7
transaction HSTM Restricted Share Units Options Exercise $0 -1.04K -23.53% $0.00 3.39K Mar 23, 2023 Common Stock 1.04K $0.00 Direct F3, F5, F8
transaction HSTM Restricted Share Units Options Exercise $0 -738 -15% $0.00 4.18K Mar 23, 2023 Common Stock 738 $0.00 Direct F3, F5, F9
transaction HSTM Restricted Share Units Options Exercise $0 -1.85K -15% $0.00 10.5K Mar 23, 2023 Common Stock 1.85K $0.00 Direct F3, F5, F10
* 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 22, 2024, 20% vest on March 22, 2025, 30% vest on March 22, 2026, and the remaining 35% vest on March 22, 2027.
F5 Not applicable.
F6 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.
F7 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.
F8 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.
F9 The RSUs are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on March 23, 2023, 20% vest on March 23, 2024, 30% vest on March 23, 2025, and the remaining 35% vest on March 23, 2026.
F10 Vesting of these RSUs is contingent upon continued service at the time of vesting and the achievement of certain performance criteria. The performance criteria will be established on an annual basis by the Compensation Committee of the Board of Directors. Up to 15% vest on March 23, 2023 for the period January 1, 2022 through December 31, 2022; up to 20% vest on March 23, 2024 for the period January 1, 2023 through December 31, 2023; up to 20% vest on March 23, 2025 for the period January 1, 2024 through December 31, 2024; up to 20% vest on March 23, 2026 for the period January 1, 2025 through December 31, 2025; and up to 25% vest on March 23, 2027 for the period January 1, 2026 through December 31, 2026. Vesting is determined based on actual performance. The performance criteria for the period January 1, 2022 through December 31, 2022 was achieved; therefore 15% of the awards vested on March 23, 2023.