Health Catalyst Insider Sell-to-Cover: 2,613 Shares Disposed by CFO

Rhea-AI Filing Summary

Health Catalyst, Inc. (HCAT) reporting officer Jason Alger, the company's Chief Financial Officer, reported a mandatory sale of common stock to satisfy tax withholding from vested restricted stock units. The Form 4 shows a disposition of 2,613 shares on 09/02/2025 at a reported price of $3.3627 per share, leaving the reporting person with 267,033 shares beneficially owned after the transaction. The filing was submitted as an individual Form 4 and signed on behalf of the reporting person by an attorney-in-fact on 09/04/2025. The filing clarifies this was a non-discretionary "sell to cover" required by the issuer's equity plan and not an independent trading decision.

Positive

• Transaction was non-discretionary and executed solely to satisfy tax withholding obligations from RSU vesting
• Reporting person retains substantial ownership after the transaction: 267,033 shares beneficially owned

Negative

• Disposition of 2,613 shares on 09/02/2025 at $3.3627 per share reduced direct holdings
• Form does not disclose additional context such as total RSUs vested or aggregate value of the transaction beyond per-share price and share count

Insights

Corporate Governance Expert

TL;DR: Routine, non-discretionary insider tax-related sale; governance practices enforced by issuer equity plan.

The Form 4 documents a standard "sell to cover" transaction tied to RSU vesting rather than a voluntary sale, indicating the company enforces tax-withholding through mandatory share disposition. Such mechanics are common in equity compensation administration and typically do not signal change in insider sentiment. The remaining beneficial ownership of 267,033 shares suggests continued alignment with shareholders, though the filing does not disclose exercise dates or additional compensation details.

Securities Analyst

TL;DR: Small, administrative disposal; minimal market impact given size and context.

The reported disposition of 2,613 shares at $3.3627 was explicitly to cover tax obligations from vested RSUs. The transaction size is small relative to the total beneficial holdings reported, so it is unlikely to be material to valuation or signal a change in the officer's investment posture. No options, derivative transactions, or additional disposals are reported in this filing.

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 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)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025

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	09/02/2025		F(1)		2,613	D	$3.3627	267,033	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	09/04/2025
	** 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.

FAQ

What did HCAT CFO Jason Alger report on Form 4?

He reported a sale of 2,613 shares on 09/02/2025 at $3.3627 per share to cover tax withholding from vested RSUs.

Was the sale by Jason Alger discretionary or mandated?

The filing states the sale was a mandated "sell to cover" under the issuer's equity incentive plan, not a discretionary trade.

How many HCAT shares does the reporting person own after the transaction?

The Form 4 reports 267,033 shares beneficially owned following the reported disposition.

When was the Form 4 filed and who signed it?

The form indicates the transaction date of 09/02/2025 and was signed by an attorney-in-fact on 09/04/2025.

Does the filing report any derivative securities or options?

No. Table II for derivative securities contains no reported transactions in this filing.