Tax-driven share sale by Health Catalyst (HCAT) General Counsel

Rhea-AI Filing Summary

Health Catalyst, Inc. General Counsel Benjamin Landry reported a tax-related share disposition. On March 2, 2026, 20,838 shares of common stock were sold at $1.6599 per share to cover tax withholding triggered by the vesting of restricted stock units under the company’s equity incentive plans. The filing notes this “sell to cover” transaction was mandated by the company’s plan election and was not a discretionary trade by Landry. After this transaction, he directly held 378,318 shares of common stock.

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

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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^*

Landry Benjamin

(Last) (First) (Middle)

10897 S. RIVER FRONT PARKWAY, #300

(Street)

SOUTH JORDAN UT 84095

(City) (State) (Zip)

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)
	General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
03/02/2026

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

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

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

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	03/02/2026		F(1)		20,838	D	$1.6599	378,318	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	03/05/2026
	** 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.

FAQ

What insider transaction did Health Catalyst (HCAT) report for Benjamin Landry?

Health Catalyst reported that General Counsel Benjamin Landry disposed of 20,838 common shares on March 2, 2026. The shares were sold to satisfy tax withholding obligations arising from the vesting of restricted stock units under the company’s equity incentive plans.

Was Benjamin Landry’s Health Catalyst (HCAT) share sale a discretionary trade?

The share sale was not discretionary. A footnote explains the transaction was mandated by Health Catalyst’s equity incentive plans as a “sell to cover” to fund required tax withholding when restricted stock units vested, rather than a voluntary market trade by Landry.

How many Health Catalyst (HCAT) shares did Benjamin Landry retain after the tax sale?

Following the transaction, Benjamin Landry directly held 378,318 shares of Health Catalyst common stock. This figure reflects his direct ownership after disposing of 20,838 shares used to cover tax obligations from restricted stock unit vesting.

At what price were Benjamin Landry’s Health Catalyst (HCAT) shares sold for tax withholding?

The 20,838 shares of Health Catalyst common stock were sold at an average price of $1.6599 per share. The disposition was coded as “F”, indicating payment of tax liability by delivering or selling securities tied to equity award vesting.

What does the Form 4 code “F” mean in the Health Catalyst (HCAT) insider filing?

In this Form 4, transaction code “F” signifies a tax-withholding disposition. It shows shares were sold or delivered to pay the exercise price or tax liability associated with equity awards, here related to restricted stock unit vesting for Benjamin Landry.