Health Catalyst (HCAT) CFO mandated share sale to cover RSU taxes

Rhea-AI Filing Summary

Health Catalyst, Inc. Chief Financial Officer Jason Alger reported a mandated share sale tied to equity compensation. On the vesting of restricted stock units, 18,804 shares of common stock were sold at $1.3702 per share to cover tax withholding obligations. This "sell to cover" transaction was required under the company’s equity incentive plans and was not a discretionary trade. After the transaction, Alger directly holds 722,840 common shares.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Alger Jason

Role Chief Financial Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	18,804	$1.3702	$26K

Holdings After Transaction: Common Stock — 722,840 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Shares sold for tax withholding: 18,804 shares Sale price per share: $1.3702 per share Shares held after transaction: 722,840 shares +1 more

4 metrics

Shares sold for tax withholding 18,804 shares Common stock disposed to cover RSU tax obligations

Sale price per share $1.3702 per share Price for shares sold in mandated sell-to-cover

Shares held after transaction 722,840 shares Direct common stock ownership following tax-withholding sale

Tax-withholding shares 18,804 shares Reported as tax-withholding disposition (code F)

Key Terms

Restricted Stock Units, sell to cover, equity incentive plans, tax withholding obligations

4 terms

Restricted Stock Units financial

"in connection with the vesting of Issuer's Restricted Stock Units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

sell to cover financial

"funded by a "sell to cover" transaction and does not represent"

Sell to cover is when a person who receives company stock through options or awards sells just enough shares immediately to pay required taxes, exercise costs, or fees, keeping the rest. Think of it like cashing part of a bonus to cover the tax bill so you can keep the remainder. For investors, it can create predictable small selling pressure and slightly change the number of shares actually held by insiders without increasing long‑term dilution.

equity incentive plans financial

"mandated by the Issuer's election under its equity incentive plans"

Equity incentive plans are company programs that pay employees, executives, or directors with company stock, stock options, or share units instead of or in addition to cash, aiming to align their interests with shareholders—like giving team members a stake in the house they help build. For investors this matters because such plans can motivate better company performance but also dilute existing ownership and increase reported compensation costs, so they affect future earnings, voting power, and share value.

tax withholding obligations financial

"sold by the Reporting Person to cover tax withholding obligations"

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Alger Jason

(Last) (First) (Middle)

C/O HEALTH CATALYST, INC.

10897 SOUTH RIVER FRONT PARKWAY, #300

(Street)

SOUTH JORDAN UTAH 84095

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Health Catalyst, Inc. [ HCAT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	06/01/2026		F		18,804(1)	D	$1.3702	722,840	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents the number of shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of Issuer's Restricted Stock Units. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the Reporting Person.

Remarks:

	/s/Benjamin Landry, as Attorney-in-Fact	06/03/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did Health Catalyst (HCAT) report for its CFO?

Health Catalyst reported that CFO Jason Alger disposed of 18,804 common shares. The shares were sold to satisfy tax withholding obligations triggered by vesting restricted stock units, rather than as a discretionary open-market trade by the executive.

Why did Health Catalyst CFO Jason Alger sell 18,804 HCAT shares?

The 18,804 Health Catalyst shares were sold solely to cover tax withholding obligations on vesting restricted stock units. The company’s equity incentive plans mandate these "sell to cover" transactions, so the sale does not reflect an elective trading decision by the CFO.

At what price were the Health Catalyst (HCAT) shares sold in this Form 4?

The reported shares were sold at an average price of $1.3702 per share. This price applies to the 18,804 common shares disposed of to fund required tax withholding associated with the vesting of restricted stock units granted under equity incentive plans.

How many Health Catalyst (HCAT) shares does the CFO hold after this transaction?

Following the tax-withholding share sale, CFO Jason Alger directly holds 722,840 Health Catalyst common shares. This post-transaction balance reflects his remaining equity position after disposing of 18,804 shares to satisfy tax obligations on vested restricted stock units.

Was the Health Catalyst CFO’s HCAT share sale a discretionary open-market trade?

No, the share sale was not discretionary. The footnote explains the 18,804 shares were required to be sold under the company’s equity incentive plans to cover tax withholding on vested restricted stock units through a mandated "sell to cover" transaction.