Health Catalyst CEO sells 321 shares for taxes

Health Catalyst’s CEO reported a small, non-discretionary share sale to cover tax withholding from RSU vesting, leaving over 1.4 million shares held directly.

Rhea-AI Filing Summary

Health Catalyst, Inc. (HCAT) director and CEO Albert Benjamin reported a Form 4 transaction related to equity compensation. On September 1, 2026, he disposed of 321 shares of common stock at $1.7036 per share to cover tax withholding obligations arising from vesting of Restricted Stock Units, a sale mandated under the company’s equity incentive plans rather than a discretionary trade. Following this tax-withholding transaction, he directly holds 1,423,650 shares of common stock, and no Rule 10b5-1 trading plan is reported.

Insider Trade Summary

Tax Withholding: 321 shares

Tax Withholding 1 txn

Insider Albert Benjamin

Role CEO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	321	$1.7036	$546.86

Holdings After Transaction: Common Stock — 1,423,650 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 to cover taxes: 321 shares Disposition price per share: $1.7036 per share Shares held after transaction: 1,423,650 shares +1 more

4 metrics

Shares disposed to cover taxes 321 shares Common stock disposed on September 1, 2026 to cover tax withholding on RSU vesting

Disposition price per share $1.7036 per share Price for the 321 common shares disposed on September 1, 2026

Shares held after transaction 1,423,650 shares Direct holdings of Health Catalyst common stock by CEO after the Form 4 transaction

Tax-withholding code F shares 321 shares Shares associated with payment of tax liability by delivering or withholding securities

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

"cover tax withholding obligations in connection with the vesting"

FAQ

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

He reported a disposition of 321 shares of Health Catalyst common stock on September 1, 2026, in connection with tax withholding for vesting Restricted Stock Units under the company’s equity incentive plans.

Was Albert Benjamin’s HCAT share sale a discretionary trade?

No. The filing states the sale was mandated by Health Catalyst’s election under its equity incentive plans as a “sell to cover” transaction to satisfy tax withholding obligations and does not represent a discretionary trade by Albert Benjamin.

At what price were the 321 HCAT shares disposed of by the CEO?

The 321 Health Catalyst common shares were disposed of at a price of $1.7036 per share, as reported in the Form 4 for the September 1, 2026 transaction.

How many HCAT shares does CEO Albert Benjamin hold after this tax-withholding transaction?

After the transaction, Albert Benjamin directly holds 1,423,650 shares of Health Catalyst common stock, according to the Form 4 disclosure.

Was a Rule 10b5-1 trading plan involved in this HCAT Form 4 transaction?

No. The Form 4 indicates no Rule 10b5-1 plan is reported; instead, the sale was executed under Health Catalyst’s equity incentive plan “sell to cover” mechanism for tax withholding.

What triggered the HCAT CEO’s sell-to-cover transaction?

The transaction was triggered by vesting of Restricted Stock Units of Health Catalyst, which created tax withholding obligations that were funded through the mandated sell-to-cover share disposition.

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Available on EDGAR 09/03/2026 - 05:37 PM Accepted by SEC EDGAR 09/03/2026 - 05:10 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)
09/01/2026

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	09/01/2026		F		321(1)	D	$1.7036	1,423,650	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	09/03/2026
	** 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)