Health Catalyst CEO sells 35K shares for taxes

HCAT’s CEO had shares sold in a mandatory sell-to-cover transaction to fund tax withholding tied to RSU vesting, with over 1.38 million shares still held directly afterward.

Rhea-AI Filing Summary

Health Catalyst, Inc. (HCAT) reported that CEO and director Albert Benjamin had 35,244 shares of common stock disposed of on September 10, 2026 at $1.6747 per share to satisfy tax withholding obligations related to vesting Restricted Stock Units. After this tax-withholding transaction, he directly holds 1,388,406 shares of common stock. The sale was executed as a mandatory "sell to cover" under the company’s equity incentive plans and is described as not being a discretionary trade.

Insider Trade Summary

Tax Withholding: 35,244 shares

Tax Withholding 1 txn

Insider Albert Benjamin

Role CEO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	35,244	$1.6747	$59K

Holdings After Transaction: Common Stock — 1,388,406 shares (Direct)

Footnotes (1)

1. F1. 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.

Key Figures

Shares disposed for tax withholding: 35,244 shares Transaction price per share: $1.6747 per share Shares held after transaction: 1,388,406 shares

3 metrics

Shares disposed for tax withholding 35,244 shares Common stock disposed of on September 10, 2026 to satisfy tax withholding obligations

Transaction price per share $1.6747 per share Price reported for the September 10, 2026 tax-withholding disposition

Shares held after transaction 1,388,406 shares Direct holdings of CEO Albert Benjamin after the September 10, 2026 transaction

Key Terms

sell to cover, Restricted Stock Units, tax withholding obligations

3 terms

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.

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.

tax withholding obligations financial

"to cover tax withholding obligations in connection with the vesting"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did HCAT’s CEO report on this Form 4?

CEO Albert Benjamin reported that 35,244 shares of Health Catalyst common stock were disposed of on September 10, 2026 at $1.6747 per share to satisfy tax withholding obligations connected to vesting Restricted Stock Units.

Was the HCAT CEO’s Form 4 transaction a discretionary sale?

No. The filing states the sale was mandated by Health Catalyst’s equity incentive plans as a "sell to cover" transaction to fund tax withholding obligations, and it "does not represent a discretionary trade" by CEO Albert Benjamin.

How many HCAT shares does the CEO hold after this reported transaction?

After the tax-withholding transaction, CEO Albert Benjamin directly holds 1,388,406 shares of Health Catalyst common stock, as reported in the Form 4 following the September 10, 2026 sell-to-cover event.

Did the HCAT Form 4 transaction involve a Rule 10b5-1 trading plan?

No. The Form 4 indicates no Rule 10b5-1 plan is reported. Instead, the sale was carried out under Health Catalyst’s equity incentive plan election requiring a mandatory sell-to-cover for tax withholding.

What price per share was reported in the HCAT CEO’s Form 4 transaction?

The reported transaction price was $1.6747 per share for the 35,244 shares disposed of on September 10, 2026, in connection with satisfying tax withholding obligations from the vesting of Restricted Stock Units.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/11/2026 - 04:09 PM Accepted by SEC EDGAR 09/11/2026 - 04:08 PM Learn about SEC filing dates

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^*

Albert Benjamin

(Last) (First) (Middle)

10897 S. RIVER FRONT PARKWAY

SUITE 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)

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/10/2026

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	09/10/2026		F		35,244(1)	D	$1.6747	1,388,406	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	09/11/2026
	** 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)