HCAT director granted 68,572 RSUs; vesting begins 09/01/2026

Health Catalyst, Inc. director Spencer Justin was granted 68,572 restricted stock units (RSUs) on 09/01/2025 under the company's 2019 Stock Option and Incentive Plan.

Rhea-AI Filing Summary

Health Catalyst, Inc. director Spencer Justin was granted 68,572 restricted stock units (RSUs) on 09/01/2025 under the company's 2019 Stock Option and Incentive Plan. Each RSU represents a contingent right to one share of common stock and the award was reported with a $0.00 per-share price, consistent with typical equity awards to directors.

The RSUs vest under the Non-Employee Director Compensation Policy: 33.33% vests on 09/01/2026 and the remaining 66.67% vests in two equal annual installments thereafter. The filing was made by one reporting person and signed by an attorney-in-fact on 09/03/2025.

Positive

• Grant disclosed: Reporting person received 68,572 RSUs on 09/01/2025
• Clear vesting schedule: 33.33% vests on 09/01/2026, remainder vests in two equal annual installments

Negative

• None.

Insights

Financial Analyst

TL;DR: A director received a sizeable RSU grant (68,572 units) with multi-year vesting, reflecting board compensation via equity.

The reported grant of 68,572 RSUs on 09/01/2025 is a non-cash equity award under the 2019 Plan. The instrument is described as one RSU per share, reported at $0.00 price in the Form 4, and vests 33.33% after one year with the balance over two subsequent annual installments. For financial modeling, this represents future potential share issuance subject to vesting and plan terms; the filing does not disclose fair-value accounting, tax treatment, or immediate share issuance.

Corporate Governance Expert

TL;DR: Standard director equity compensation recorded: time-based RSUs with staggered vesting confirmed in Form 4.

The Form 4 confirms the award follows the Issuer's Non-Employee Director Compensation Policy and the 2019 Stock Option and Incentive Plan. Vesting is time-based: 33.33% on 09/01/2026, then two equal annual installments for the remaining 66.67%. The reporting person is identified as a director, and the transaction was reported by one reporting person with a signature via attorney-in-fact on 09/03/2025. The filing contains no indication of performance conditions or alternative settlement terms.

Insider Trade Summary

Grant/Award: 68,572 shares

Grant/Award 1 txn

Insider Spencer Justin

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	68,572	$0.00	$0.00

Holdings After Transaction: Common Stock — 68,572 shares (Direct)

Footnotes (1)

1. F1. Represents an award of the Issuer's restricted stock units ("RSUs") granted pursuant to the Issuer's 2019 Stock Option and Incentive Plan (the "2019 Plan"). Each RSU represents a contingent right to receive one share of the Issuer's common stock. Subject to the terms of the 2019 Plan and in accordance with the terms of Issuer's Non-Employee Director Compensation Policy, 33.33% of the RSUs will vest on September 1, 2026 and, thereafter, the remaining 66.67% of the RSUs will vest in 2 equal annual installments.

FAQ

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

What did Spencer Justin receive according to the HCAT Form 4?

The Form 4 reports an award of 68,572 restricted stock units (RSUs) granted on 09/01/2025.

What is the vesting schedule for the RSUs in the HCAT filing?

Per the filing, 33.33% vests on 09/01/2026 and the remaining 66.67% vests in two equal annual installments thereafter.

Under which plan were the RSUs granted?

The RSUs were granted under the Issuer's 2019 Stock Option and Incentive Plan and consistent with the Non-Employee Director Compensation Policy.

What price was reported for the RSU award on the Form 4?

The transaction is reported with a price of $0.00 per RSU on the Form 4.

Who filed and signed the Form 4 for this transaction?

The Form 4 indicates it was filed by one reporting person and signed by Benjamin Landry, as Attorney-in-Fact on 09/03/2025.

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

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Accepted by SEC EDGAR 09/03/2025 - 05:00 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^*

Spencer Justin

(Last) (First) (Middle)

10897 S. RIVER FRONT PARKWAY

SUITE 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/01/2025

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	09/01/2025		A		68,572(1)	A	$0.00	68,572	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 an award of the Issuer's restricted stock units ("RSUs") granted pursuant to the Issuer's 2019 Stock Option and Incentive Plan (the "2019 Plan"). Each RSU represents a contingent right to receive one share of the Issuer's common stock. Subject to the terms of the 2019 Plan and in accordance with the terms of Issuer's Non-Employee Director Compensation Policy, 33.33% of the RSUs will vest on September 1, 2026 and, thereafter, the remaining 66.67% of the RSUs will vest in 2 equal annual installments.

Remarks:

	/s/ Benjamin Landry, as Attorney-in-Fact	09/03/2025
	** 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.